Nothing wrong. You have motionblur enabled and it causes opacity shifts. To avoid it, you would have to not use motion blur or use two separate comps of your stuff, then combine thewm... Or use a plug-in that can actualyl deal with backside rendering. Since your project is CS5, you might use the included Freeform for that in place of a native 3D layer...
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In this situation, I would create a "3D separator" - a solid 2D layer that is positioned out of frame so it's invisible - inbetween the two rotating layers. This prevents the layers from intersecting.
It's not a universal problem solver - many situations wouldn't be solved by this trick - but it can be an effective way to prevent two 3D layers from "blending" during a motion-blurred move.
Thanks for your input guys. I hadn't realised tahth MB caused alpha problems. In this case, I founf the easiest way to handle it was to keyframe the motion blur out before it gets to the page turn. It works fine now. I'll be wiser the next time !
Sometimes you can get around the motion blur problems by setting the blend mode to Alpha Add or by re-arranging the layers. If all else fails you can pre-compose the page turn layers and then use CC force motion blur on the pre-comp.