A/N: OK, this is it, my first fic. Nicolette Du Lancre/ Mara DeMoi belongs to me. This brings us to the

DISCLAIMER: Erik, Mme. Giry, and any other characters that are not Nicolette belong to Gaston Leroux and/or Andrew Lloyd Webber. Don Juan Triumphant, Think of Me, and any other songs you encounter in this chapter are ALW. The setting is 1870, like the Joel Schumacher movie, because it's been awhile since I've read the book, and I don't remember the exact time.

OK, the Phantom will look EXACTLY like a certain man named Gerald Butler because I love him sooooo much. He retains the standard blue eyes and black hair. (I think he wears a wig, but since I'm not sure, black hair.)

Nicolette will have hair much like Christine's, but have deep forest green eyes. She is an alto singer.

Mme. Giry will be the keeper of box 5, and not the ballet instructor, however she will retain the Miranda Richardson look.

Meg (if and when you encounter her) will still be in ballet, but will be the Carlotta of ballet. She retains the Jennifer Ellison Look, because JE is just so adorable, like a teddy bear.

I'm not sure if Raoul will appear yet, but if he does, he retains the Patrick Wilson look, because that man is hot, but not as much as GB.

I may stretch the T rating a little, if you think it needs to be upped to M, put it in the reviews, and I'll up the next chapter. Thanks.

All righty then, here it is, "Fear Can Turn to Love"! R&R!

Chapter One

A young girl stole through the streets, trying to be discreet. Her name was Nicolette Du Lancre. She would not do it! Never! She'd barely escaped with her life, and now she was on the streets. Panting a little, she leaned against a massive building, emitting music.

She did a double take. This was the Opera Populaire, where she dreamed of singing. She heard them practicing, and caught a snatch of the song.

"… Don Juan triumphs, once again!"

She wished she could be with them. She knew their names, everyone did. Signora Carlotta Giudicelli, Signor Ubaldo Piangi, Mademoiselle Christine Daae, Mademoiselle Meg Giry, the ballet prima donna, and she wanted to be on of them so badly. She sat, listening to the haunting music. Only a genius could write music.

That night, from the alley way, she watched the rich people file in, an she leaned against the wall, waiting for the music to fill her. She'd been listening for hours, and knew most of the words. The show started, and she listened, singing along.

Near the end of Act Two, she heard someone deviate from the lines. This made her angry. So much work, wasted… but still she listened.

"…say you need me with you now and always… Anywhere you go let me go to Christine, that's all I ask of-…"

The voice trailed off, and gasps and shouts filled the theatre. What had happened. She pressed herself against the wall harder, trying to hear, and suddenly, the grate she'd leaned on gave way.

She fell through the air, terrified, and landed in water. "Augh!" she screamed. She sputtered, and swam. She heard someone shout, "Why do you think I was bound and chained…" but no more. She pulled herself out onto the ground and looked in awe at the surrounding cathedral. It was beautiful. She gasped when she saw someone coming, and quickly hid, on a bed behind black curtains.

She heard crackling flames and realized the Opera was on fire! "My God, non." She whispered. A clanging of a gate startled her. She stole away, but not before seeing a man yank a young woman- Christine Daae!- closer.

She was outside, wet and shivering, watching the Opera Populaire burn, and with it, her dreams. She whispered to herself, "Don Juan triumphs…"

TWO YEARS LATER

Nicolette leaned against the massive Opera Populaire. Two years, and they'd rebuilt beautifully. Robaldo Piangi was dead, sadly. Carlotta still sang, like a frog, as always, Meg was still there, but Christine had left with the Vicomte, never to return apparently.

Sometimes she thought she heard organ music coming from the grate, which she had replaced. The Opera Ghost? She would think, and then scoff at herself. "Non, non, he does not exist." She whispered. But she could not shake the thought.

It was night before the organ music stopped. She remembered too well that there were things down there. A bed, candles, a boat, WATER… Yes she remembered the water. She sighed as the memories overtook her. What would happen when she couldn't remember? What would be left of her?