The commedia dell'arte, which spanned three centuries from the sixteenth to the beginning of the nineteenth and nationalities as diverse as Italian, French, Austrian, Polish, and English, went through a number of metamorphoses before it attained the form we now associate with it. Very briefly, that form is based on stock characters (Arlecchino, Pantalone, Il Dottore, Pedrolino or Pierrot, etc.), improvisation around standard plots, and the use of masks. In Italy, this kind of commedia was established by the end of the sixteenth century. In this paper, I would like to explore the developments that led to this form, concentrating especially on the convention of maschere (stock characters) as it appeared early in sixteenth century Venice and the Veneto. I concentrate on Venice because it is there that these maschere first developed and were then elaborated into the kind of characterization that becomes the defining feature of the commedia dell'arte.