Rollover Menu Implementaion

Currently I am building a web gallery and was curious to the implementation of it’s navigation. The basic idea is that it’s a menu that fades into view on top of the current image and fades out once the mouse is no longer over the image. I started to code a movie clip that fades in and out appropriately, but the buttons inside bug the tween out and I’m starting to think I may have approached this incorrectly.

I’m still rather new to flash on the whole, and determined to accomplish this! I appreciate any help or points in the right direction.

The premise for this design is