Alan Sues may be best known for being in the cast of players in Laugh In.

Milton Selzer was also in "Hocus-Pocus and Frisby."

Virginia Gregg is also in "Jess-Belle." She began her career in radio starring in shows such as Gunsmoke.

This episode was directed by Ida Lupino, and is the only female to hold that distinction.

Opening Narration
Narrator: Mr. Jason Foster, a tired ancient who on this particular Mardi Gras evening will leave the earth. But before departing he has some things to do, some services to perform, some debts to pay--and some justice to mete out. This is New Orleans, Mardi Gras time. It is also the Twilight Zone.

Emily Harper: (speaking about the Mardi Gras masks that's been presented them) Father, you don't mean - we have to wear these ugly things...?
Jason Foster: Only for a few hours. Only 'til the unmasking at midnight.
Paula Harper: Well, I won't wear mine.
Wilfred Harper, Jr.: Me neither, it's stupid.
Wilfred Harper: Well, Father, it seems we're somewhat at odds here.
Jason Foster: Not really, Wilfred. You all came here for one purpose: to watch me go and cry "Bon voyage". To put coins on my closed eyes and with your free hands start grabbing things from my shelves.
Emily Harper: Father, that's cruel.
Jason Foster: That's truth. You've come to reap everything I've sown, to collect everything I've built. Well, I shall not disappoint you. Everything is yours. Everything is prepared, the will is made; the four of you inherit everything I own. Everything...money, house, property holding, stocks, bonds, everything.
Wilfred Harper: Father, you're breaking our hearts.
Jason Foster: Well, that's the most touching thing you ever dredged up by way of conversation, Wilfred...But, I must include this agenda, this small proviso: you shall wear your masks until midnight. If any one of you should take them off, from my estate you shall each receive train-fare back to Boston and that's it!
Wilfred Harper: Well, we won't be spoilsports. If this is your pleasure, Father, we'll indulge you!
(slowly, they all don the masks)

Jason Foster: (near death) ...It's what you've all been waiting for, I believe. Now you can dig deep in the treasury.
Emily Harper: Are you feeling - weaker, Father?
Jason Foster: At last...a note of hope in your voice, Emily?
Emily Harper: Father, why must you always say such miserable, cruel things to me?
Wilfred Harper: I quite agree, Father!
Jason Foster: Why indeed, Emily, because you're cruel and miserable people! Because none of you respond to love. Emily responds only to what her petty hungers dictate. Wilfred responds only to things that have weight and bulk and value! He feels books, he doesn't read them! He appraises paintings, he doesn't seek out their truth or their beauty! And Paula there lives in a mirror; the world is nothing more to her than a reflection of herself. And her brother...Humanity to him is a small animal, caught in a trap, to be tormented! His pleasure is the giving of pain, and from this he receives the same sense of fulfillment most human beings get from a kiss or an embrace! You're caricatures, all of you! Without your masks, you're caricatures!

Closing Narration
Narrator: Mardi Gras incident, the dramatis personae being four people who came to celebrate and in a sense let themselves go. This they did with a vengeance. They now wear the faces of all that was inside them--and they'll wear them for the rest of their lives, said lives now to be spent in shadow. Tonight's tale of men, the macabre and masks--on the Twilight Zone.