Disclaimer: I do not own any of the characters. BATB characters belong to Walt Disney, and Erik from POTO belongs to Andrew Lloyd Webber.

Once upon a time, in a faraway land, a young prince lived in a shining castle. Although he had everything his heart desired, the prince was spoiled, selfish, and unkind. Among the servants in his castle were the court composer, Forte, and his student, Erik.

One winter's night, Erik sat at the piano, full of excitement. He had finally completed the concerto for the prince's Christmas gift. It was by far his best work ever, and he hoped it would earn the prince's favor and bring the poor unknown student to his attention. Then Forte walked in on him. He read the notes and said to Erik, "This is fantastic, my student."

"Thank you, Forte," said Erik as he handed him the sheet music. "Could you please play this for the prince? I need to get ready for when he congratulates me."

"Of course, Erik," said Forte with a smile. Then he walked out of the room, closing the doors behind him.

After half an hour, Erik decided to see the prince in the throne room and take credit where credit was due. Erik opened the doors and to his surprise, he saw Forte, shaking hands with the prince. "That was a delightful concerto, Maestro," said the prince.

"Thank you, your highness," said Forte smiling. "It took me two months to write the whole thing. I would say it was my masterpiece."

"And I agree with you. Congratulations."

Erik was furious. His own teacher, whom he had trusted, had betrayed him and stolen his work. When the discussion was over, Forte walked to his room, but Erik followed him. As Forte took off his coat and wig, Erik slammed the door behind him and walked slowly towards his teacher. "How could you, Forte?" he asked.

Forte rolled his eyes as if he had no idea what Erik was talking about and asked, "Whatever are you talking about?"

"You know very well what I'm talking about, you thief." Erik suddenly knocked over Forte's desk. "You stole it! You stole my music, you monster!" Erik grabbed Forte by the throat and started choking the court composer. Struggling, they fell to the floor. Forte looked to his left and saw that he was close to the fireplace near the window. He quickly broke away from Erik's clutches and grabbed a steel shovel. He dug out hot embers and threw them across the right side of his student's face.

Erik screamed in pain as the skin on his face quickly burned away, leaving a huge, blistered scar. By the time he got up onto his feet, Forte was gone.

Forte quickly found the prince. "Your majesty, something terrible has happened! Young Erik has gone mad! He attacked me for no reason and tried to kill me!"

"That's a lie!" shouted Erik as he entered the room, hearing everything. "He attacked ME - look at my face! He stole the concerto I wrote for you, then did this to me!"

The prince ignored what Erik was ranting, focusing only on the scar. "How hideous!" he shouted. "Get out! Get out of my sight! Forte has been my loyal court composer for many years. I trust him completely. If he says you attacked him, I believe him." Then the prince snapped his finger and shouted, "Guards! Get this scoundrel out of my sight!"

"Don't bother, I'll leave myself," Erik said." But I warn you, your highness, one of these days your anger will get the best of you!" Erik stormed out of the room.

Out in the forest, the beautiful Enchantress sighed as she watched the scene in her magic mirror. "Such cruelty and injustice from the prince, solely because of the young composer's disfigured appearance," she said, shaking her head. "This prince needs to be taught the error of his ways."

The prince, filled with anger, slammed down into his throne. Suddenly, there was a knock at the door. The prince furiously got off of the throne to answer. He opened the door, and there standing in the snow was an old woman with wrinkles like an old moldy prune dressed in a dirty, holey green cloak, holding a small rose in her skeleton-like grasp. The prince, staring at the abomination, felt like he wanted to vomit. "What do you want?" he snapped rudely.

"Please, your highness, I beg for a night's shelter from the storm," she replied.

The prince averted his eyes in disgust. "We have no shelter for the likes of you. Now leave!"

"I warn you not to be deceived by appearances for beauty is found within." But the only response she got from the prince was the door slamming in her face. After which, she burst through the door, throwing off her cloak, revealing her true magnificent glory

The prince , seeing this, fell to his knees and shouted, "I'm truly sorry! Please forgive me!"

Erik, who was hiding in a wardrobe, watched as the enchantress waved her hands over the prince, making him grow fur, horns, fangs and claws. She had transformed the prince into some sort of monstrous beast, and handed him the rose, and a small silver mirror. Then she turned to the other residents of the castle and started transforming them into assorted objects like clocks, candelabras, and teapots.

Erik ran for his life, fearing he'd be next. He ran towards his bedroom, locked himself inside, and braced for anything. Suddenly, a strong light came from behind the door, and the enchantress burst into the room. She approached Erik and said, "I will not curse you. You have had enough punishment from your master." She then pulled out a small wall mirror out of her sleeve, and handed it to Eric.

Erik glanced through the mirror at the newly transformed Beast and watched as it destroyed everything in the West Wing, tearing up the portrait of his former self, throwing chairs, and ripping drapes. After the destruction, Erik watched as the Beast put his head into his arms and sulked. Erik glanced at the enchantress and asked, "Will he be like that forever?"

The enchantress shook her head." No. If he can learn to love another by the time the last petal falls during his twenty first year, then the spell will be broken. If not, he will be doomed to remain a beast for all time." Then the enchantress disappeared from sight.

Erik was pleased a bit. His master had finally gotten the punishment he deserved. But he wasn't pleased with the enchantress giving the beast another chance at humanity. Erik decided that if ever a girl would ever come into the beast's life, he would stop her from loving him at all costs. He would hide underneath the castle and plan out his plot to keep the beast exactly as he was. Erik would become a phantom.