Sir Peter Lely, who was born in the Garrison town of Soest in Westphalia to Dutch parents, moved to England in the early 1640s. He specialised initially in landscapes with small figures, but by the late 1640s had increasingly turned to portraiture. With the death of Sir Anthony van Dyck and William Dobson in 1641 and 1646 respectively, and Cornelis Johnson's departure for Holland in 1643, Lely's precocious talent shone. He found patronage among a closely related group of aristocratic families, the 'noble defectors' - Northumberland, Leicester, Salisbury and Pembroke. By the time of the Restoration of the Monarchy in England in 1660, which heralded a new artistic age with the pleasure-loving court of Charles II at its epicentre, Lely had established himself as the pre-eminent portrait painter in the country, with the most prosperous business and the most influential patrons.
Frances Norcliffe was the daughter and heiress of Sir William Vavasour of Copmanthorpe, Yorkshire, 1st and last Baronet. She married Sir Thomas Norcliffe (1641-1684) of Langton, near Malton in North Yorkshire, in 1671. They had two children to survive infancy, Fairfax Norcliffe (1674-1721), a Lieutenant Colonel in the 1st Dragoons who was High Sheriff of Yorkshire in 1700 and 1714, and Richard Norcliffe (1676-1697) a Lieutenant in the Royal Navy. After the death of her husband in 1684, Frances married Moses Goodyear, an Aleppo Merchant. She died in December 1731 and was buried in Chelsea. After the death of Francis Best Norcliffe (1851-1912), who did not marry, Langton Hall passed first to his sister and then to his nephew, Cecil Elmslie Howard-Vyse (1901-1958), who was succeeded by his brother, Lieutenant-General Sir Edward Dacre Howard-Vyse (1905-1992), and in turn by his son, the late Richard Howard-Vyse.
This charming bust-length portrait of Frances can be dated on stylistic grounds to the mid-1670s, and may have been painted in celebration of her marriage to Sir Thomas Norcliffe in 1671. It has been suggested that the drapery is partly unfinished and that this unfinished area may have been executed by an artist in Lely's Studio. Many successful artists during the 17th and 18th centuries chose to delegate the drapery and still-life elements of their portraiture to studio assistants, in order to meet the ever-growing demand for their work.