A portrait drawing of Elizabeth, Lady Audley on paper prepared with a pink ground. Lady Audley is shown half-length, facing three-quarter right. Her face is worked up in black and coloured chalks with black ink and watercolour while her headdress and clothes are only summarily shown. Holbein has made careful studies of the jewellery that she wears, and given indications of the colours of the jewels in her brooch. A brief chalk sketch at the top right of the sheet appears to show a classicising architectural detail.

The drawing is inscribed with colour and textile notes in Holbein's hand: on her dress he has written samet (velvet) and rot damast (red damask). The jewels of her brooch are annotated rot (red), w (weiss or white), Gl (gold) and with a heart-shaped leaf to indicate the colour green. An eighteenth-century inscription (a copy of a mid-sixteenth-century original) at top left identifies the sitter as 'The Lady Audley'.

The drawing corresponds with a miniature by Holbein in the Royal Collection (RCIN 422292). It may be a study for the miniature, or originally have been a study for a painting on panel, which was then reused as the basis for the smaller portrait. A few details of the miniature, notably the brooch, are simpler than those in the drawing.

Elizabeth, Lady Audley was the daughter of Thomas Grey, Marquess of Dorset. A portrait drawing by Holbein of her mother Margaret, Marchioness of Dorset, is also in the Royal Collection (RCIN 912209), and the present sheet may have been commissioned by the Grey family before her marriage in 1538. In that year she married Thomas, Baron Audley of Walden, as his second wife.