It is a privileged life that Prince Prospero and his kinghts and dames of his court live.  The prince and his guests at the masked ball are wealthy, and, as such, are used to having their desires satisfied.  Obviously, they are arrogant as they seclude themselves in one of the prince's "castellated abbeys," believing that they can, thus, fortify themselves from the Red Death that has devastated the country. 

In their arrogance, too, they are a "whole gay company" who pause when the chimes of the clock ring.  Then, they pale and the older and "sedate" wipe their brows "as if in confused reverie or meditation."  So, in spite of their wealth and their being fortressed against the Red Death, the revelers are yet the subjects of Time; they have fear grip their hearts with the passage of Time as, in their anxiety, they fear the appearance of an unwanted guest.  With each chiming of the clock, the guests' "dreams are stiff-frozen as they stand,"

Nevertheless, when the music swells the dreams again live, and so the revelers keep reality at bay.  At least, until midnight.  For, at midnight, the guests become aware of a masked figure  which "arrests their attention."  At the appearance of this uninvited guest, the Prince seems to convulse.  But, after his shuddering, his brow reddens with rage and terror:

'Who dares?' he demanded hoarsely of the courtiers who stand near him.

The "intruder" passes the guests and comes closer to Prospero, who raises his dagger.  However, social rank, wealth, and fortifications hold no power against the Red Death.