In the heart of Venice’s San Marco square, the famous carnival is underway. Elena, the daughter of General Attilio, arrives for the first time since she was a young child. Her father, reluctant to let her go, insists that she is accompanied by one of his soldiers. Luca, a young apprentice to stall-holder, Timeo, spots Elena in the crowd and is immediately besotted. Upon approaching her, he offers to show her the sights of the carnival. She agrees, but only if he first rids her of the soldier. With great ease, Luca achieves this, and the pair escape together into the festivities. (Under Venetian Skies)
As the pair wander the streets of Venice, Elena tells of how, when she was younger, she used to visit the carnival with her mother. But, upon her mother’s death, Attilio became evermore protective of his daughter, forbidding her to venture out to experiences the dangers of the city. Elena goes on to express to her Luca her desires to break free of her sheltered lifestyle, and see more of the world. (Go and See the World)
The pair are suddenly interrupted by the arrival of Attilio, furious at Elena and her actions. Luca intercedes on her behalf and, together, they manage to convince the general to act more leniently towards his daughter. He agrees to her visiting the carnival again, with Luca, all the while musing on how much like her mother Elena has become. (See Her Again) Elsewhere, the Ottomans prepare for an upcoming war.
The next day, Elena and Luca proceed to explore the carnival, visiting the various stalls and sampling the many entertainments on offer. Growing suspicious, Elena confronts a figure in the crowd, soon revealed to be none other than Attilio. Still concerned for his daughter, he had been pursuing the pair since they left. The trio continue with the festivities until the general is called away on urgent business to the Doge’s palace, once more leaving Elena and Luca alone. (The Carnival Way)
As the day wanes on, the young couple are approached by a mysterious stranger, Madame Domani. As a self-confessed seer, she offers Elena and Luca a glimpse into the future. Although reluctant at first, they agree and are ushered into the woman’s tent. There, Domani sinks into a trance and makes a grim prediction for the pair. (Madame Domani’s Prophecy)
Domani breaks out of the trance, seemingly oblivious to the contents of her own prediction. Bidding them farewell, Domani offers them both a set of charms, said to ensure that lovers would always be reunited. Luca and Elena, shaken by the woman’s words, leave. They notice that night has drawn in and, agreeing to meet the next day, they part. Elena pauses just long enough to give Luca a goodbye kiss. Going their separate ways, both begin to address their blossoming feelings for the other. (In a Single Moment)
A proclamation rings out across Venice: The Ottoman empire has declared war and, in response, every able-bodied Venetian man is enlisted to fight. Luca, before he is drafted, meets with Elena one final time to say goodbye, and promises to return.
The action suddenly shifts to the battlefield. Panicked and terrified by the carnage surrounding him, Luca makes a desperate attempt to flee, only to be stopped by General Attilio. But, before he can punish Luca for his cowardice, the Venetians are overrun and they are confronted by the leader of the Ottoman forces, General Leandros. Realising who the man is, Attilio gives Luca a final command: Run and protect Elena. For a moment it looks as if Luca will stay, but after a final order from Attilio, he runs. Alone, Leandros makes a threat towards Attilio’s daughter, baiting him into a fury. The pair clash swords but, being younger and stronger, Leandros strikes down the Venetian general, ending the war. (The Battle.)
Back home, Elena receives a letter from the battlefield, informing her of the death of her father and the defeat of Venice.
The war is long over, and Luca now works as an apprentice in a tailor shop run by Signores Corto and Folletto. After dealing with their last customer, the trio are alerted by a commotion in the streets outside. They watch as the conquering Ottoman army marches through the streets of Venice, revelling in their victory. (We’re the Ottomans)
Luca is shocked to see that, at the head of the army, and in the arms of General Leandros, is none other than Elena. He tells Corto and Folletto everything, including his broken promise to Attilio. The two tailors concoct a plan to smuggle Luca into that evening’s upcoming masquerade ball and rescue Elena. (Tailor-made) Elena, now betrothed to General Leandros, laments over what has become of her life. (In a Single Moment – Reprise)
Meanwhile, rather than receive instructions for a new battle, Leandros is ordered by his emperor to negotiate Venice’s surrender. It is only through the words of his colonel that the general’s fury is sated. Instead, Leandros reluctantly prepares for the ball.
That evening, suitably disguised, the three tailors manage to sneak into the palace. Eventually, after much searching, Luca discovers Elena. In the midst of a waltz, he confesses his identity to her, shocking her. The pair embrace, driving Leandros into a jealous rage. It is only due to Elena’s quick thinking that Luca and the tailors manage to escape. (The Waltz #1 & #2) Suspicious of Elena, Leandros orders that she be followed.
The next day, Luca and Elena reunite at the carnival where Luca confesses all to her. In spite of his admittance, Elena confesses that she still has feelings for him. Emboldened, Luca encourages her to run away with him, to which she readily agrees. (Go and See the World – Reprise)
Little do they realise, the soldier sent to spy on Elena reports the encounter back to Leandros. This news, coupled with Venice’s reluctance to submit, send the general into madness. Ignoring his subordinates, Leandros swears vengeance on the couple, promising to kill Luca. (Leandros’ Lament)
The man confronts Elena but, when he sees Domani’s charm around her neck, loses what little restraint he had and murders her in cold blood. (Leandros’ Lament – Reprise)
After Witnessing the general’s brutality, Elena’s maid escapes through the city, eventually finding Luca. The young man, at first excitedly waiting, is crushed when the maid reveals Elena’s fate. Heartbroken, Luca ponders on what his future holds now that Elena is gone. (What’s in a Memory?)
Luca is suddenly accosted by Madame Domani, frantically inquiring as to whether he still has his charm. When Luca tries to dismiss her, she reveals that there may still be a chance to save Elena. Using the charm, Domani summons the spirit of General Attilio. After scolding Luca for not protecting his daughter, he reveals that her life can still be saved, but at a cost. She will live, but she will have no memories of Luca, or of their time together. Either way, he would lose. Luca agrees without hesitation and, after taking Attilio’s hand, the spell is cast. (The Prophecy Fulfilled)
A year later, Luca has completed his apprenticeship. As he prepares to close the shop, a strange woman enters. Luca is shocked to see that she bears a striking resemblance to Elena. After the pair share a few words, the woman agrees to return the next day. Just as she is about to leave, the woman turns back and says something. Something that, to Luca, suggests that those stolen memories may not be lost forever . . . (Finale)
ELENA: A young Venetian girl, in her early twenties. She is a headstrong and determined character, who wishes to find her own way in the world, outside of the shadow of her father.
LUCA: A young Italian man, in his early twenties. He is a charismatic and charming individual, who is also searching for a purpose in life.
ATTILIO: A hardened Venetian general, and Elena's father, in his late forties. He is a well-respected soldier, but stubbornly set in his ways, being overly-protective of his only daughter.
LEANDROS: An Ottoman general, in his late forties. He is a fierce warrior, who values honor and respect above all else.
CORTO: An older, experienced tailor who begrudgingly puts up with his high-spirited assistant. In his late fifties.
FOLLETTO: A young and flamboyant tailor, assistant to Corto. In his late twenties.
MADAME DOMANI: A fortune teller, often appearing at crucial moments. It is difficult to guess her age.