George, Duke of Cambridge (1819-1904) was Queen Victoria's cousin and almost exactly the same age as her. On the Queen's wedding day, 10 February 1840, George met the beautiful actress and dancer Louisa Fairbrother (1816–1890), daughter of a London theatrical printer. They began an affair and had two children before marrying on 8 January 1847. Known as 'Mrs FitzGeorge', Louisa bore the Prince another son on 12 June 1847. Prince George had a distinguished military career and was extremely popular within the army. He was also a keen sportsman, an excellent after-dinner speaker, and acknowledged by contemporaries to be a kind and considerate man.

Here the Duke is in Field Marshal's uniform with the ribbon and star of the Garter and the stars of the Bath, St Michael and St George and the Guelphic Order. According to Holl's biographer, the Duke was an entertaining sitter, 'simple and genial in manner, and full of breezy, roisterous stories, some none too refined'. The artist enjoyed painting the colourful uniform instead of the dull 'cut-and-dried' clothes which he usually had to paint. The painting was exhibited at the Royal Academy in 1883.

Signed and dated: Frank. Holl 1883.