In our portrait O'Neil is depicting the youngest daughter of one of his old friends, William Powell Frith. The two artists studied together at the Royal Academy in the late 1830s, and together with artists including Richard Dadd and John Phillip, formed a sketching club known as "The Clique". Some of the most celebrated and truest portraiture arises when the sitter is an intimate of the artist. It usually means the artist is free to interpret the subject as he chooses. Without the constraints necessarily imposed by a commission, this often creates a more favourable product. In his treatment of Fanny, O'Neil echos Millais's similarly intimate portrayals of his sisters-in-law, the Gray sisters from the late 1850s in which the girls are shown against the same dark holly green.