Masquerade is a 1988 American romantic mystery thriller film directed by Bob Swaim and starring Rob Lowe, Meg Tilly, Kim Cattrall and Doug Savant.

Written by Dick Wolf, the film is about a recently orphaned millionairess who falls in love with a young yacht racing captain who isn't completely truthful with her about his past.

[11] Young heiress Olivia Lawrence has returned home to Southampton shortly after her mother's death.

Olivia is unable to evict him because her mother's will provided him access to the family's eight properties and grants him a one million dollar a year allowance, which barely covers his gambling debts.

However, Olivia's newfound happiness is soon offset by another ugly confrontation with Gateworth who, claiming to be acting as her "guardian," wants Tim out of her life.

Not long after, Anne informs McGill that her friend saw Gateworth at a diner with Tim; she is found hanged in an apparent suicide.

While sailing aboard Masquerade, Olivia proposes to Tim, but he is reluctant, saying he was previously convicted for writing bad checks.

Tim discovers McGill's treachery and races to the marina to save Olivia, but the gas explosion kills him.

Dick Wolf claimed the title was changed because of studio nervousness due to a series of AIDS-awareness condom ads equating making love with death.

We all feel sensitive about the way we behave in bed and it's strange having someone watch and correct you--and Bob (Swaim) did give quite a bit of direction in those scenes," she added with a laugh.

Ebert singling out Meg Tilly's performance wrote, "Tilly's acting style is the right choice for the movie: Her dreaminess, which at first seems distracting, becomes an important part of the suspense, because while she drifts in her romantic reverie, a sweet smile on her face, we're mentally screaming at her to wake up and smell the coffee.

Kempley reduces the director's efforts to "a gym teacher's sense of the erotic matched with a jackhammer's flair for the subtleties of psychological artifice.

"[22] Rob Lowe said to Variety: "I remember him saying to me how frustrated he was in the movie business, that he was going to write a pilot, and he wrote Law & Order.