Dave Franco’s proposal to Alison Brie didn’t go quite as expected.

Back in 2017, Brie told Larry King she couldn’t stop laughing and asked if he was being serious when Franco popped the question in 2015, and now the actor is explaining why.

During an appearance on Wednesday’s “Late Late Show”, Franco told James Corden how the pair, who will be celebrating their fifth anniversary on March 13, met in New Orleans at Mardi Gras.

He went on to say how Brie was wearing a silver mask that weekend and he’d been joking around and trying to take it from her.

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Franco shared, “When she left New Orleans, I was still there for work. She left the mask and she left it with a little note. What she didn’t know is that I kept the mask. So, cut to five years later, we’re going up to Big Sur for a trip, I decide this is the trip where I’m going to propose.

“I knew she wanted to pick out the ring herself, so I was, like, all right, I’m not going to have a ring but I’ve got the mask, that’s the special thing I got.”

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He then said he figured he should just buy a temporary ring to put on her finger, telling Corden and fellow guest Annette Bening: “I go down the street to this old Hollywood antique store and I get this vintage stone ring that I thought was cool. It was, like, 10 bucks. I’m, like, all right it’s fine, it’s just something to put on her finger.

“So we go up to Big Sur, we’re on the back patio, she’s out overlooking the ocean, she turns around, I’m on one knee, I’m wearing the mask, I’m holding up the ring. And because it had been five years, she couldn’t place the mask. She didn’t know what it was,” adding that the entire proposal was her saying “what is happening right now?”