The artist visited La Fenice opera house in Venice at Carnival time. The audience was dressed in carnival costume and Halliday made a drawing of the occasion. This drawing then became the oil on canvas depicted here. Some commedia dell'arte figures can be discerned in the audience such as 'Arlequino', 'Pantalone' and 'Il Dottore', as well as many audience members dressed in period costume. The stalls also have audience members dressed in masks, false noses and wigs, they all look to the left towards the stage where the performance is about to begin.