Van Dyck painted Lord Bedford and his wife on a number of occasions. The double portrait belonging to Lord Pembroke is thought to date from around 1637, the year of their marriage, followed soon after by the full-length of the Countess (Woburn Abbey). The three-quarter-length of her in a blue dress drawing a glove at Petworth and another three-quarter portrait, once at Woburn (Sotheby's, London, 8 March 1989, lot 25) probably dated from early 1639.
Sir Oliver Millar describes the present portrait type as the latest of Van Dyck's images of the sitter of which a slightly larger three-quarter length version exists in the Downshire collection. Van Dyck had used the pattern earlier for the portrait of the Countess of Dysart, now at Petworth. Describing the relationship between the two versions, Millar states: 'The larger, Downshire, version of the new portrait is more solidly, perhaps more freshly and conscientiously painted than Lord Wharton's version' but in producing the smaller, and slightly simplified, version, Van Dyck almost certainly had a fresh sitting from the Countess. The head appears subtly different in mood - as well as rather heavy in texture - and there are signs round the head that it was worked afresh on the canvas' (Millar, op. cit., 1994, p. 528).
The style of the inscription on the present portrait identifies it as having been in the collection of Philip, 4th Lord Wharton (1613-1696). Lord Wharton assembled, by acquisition, as well as commission, a large collection of portraits by Van Dyck chiefly of his relations but also of his contemporaries (see Millar, loc. cit., 1994). The King and Queen commissioned full lengths from Van Dyck to give to Wharton. In the time of his son, the Marquess of Wharton, the portraits made a great impression at Lord Wharton's gallery at Upper Winchendon. Houbraken noted thirty-two portaits, including fourteen full lengths (De Groote Schouburgh, I (Amsterdam 1718), edn. of 1943, p. 147, and Vertue, I, pp. 29, 109; III, pp. 11-12). The Marquess' successor, the Duke of Wharton, however, dispersed the collection. The great number of the portraits by Van Dyck were acquired in 1725 by Sir Robert Walpole and of these the majority, in turn went to Saint Petersburg when the Houghton pictures were purchased by Catherine the Great in 1779.
Anne Carr was the daughter of the notorious Robert Carr, Earl of Somerset, by his wife Frances, divorced wife of the Earl of Essex and daughter of Thomas Howard, Earl of Suffolk. Her mother was sentenced to death for poisoning Sir Thomas Overbury who had opposed her marriage to Somerset, but was later pardoned. Anne was born in the Tower during her mother's imprisonment and in 1637 she married William Russell, 5th Earl and later 1st Duke of Bedford. Russell's father opposed the match, urging his son to choose a wife 'out of any family but that'. His opposition only increased the couple's affection and following the intervention of the King, the Earl agreed to the marriage on the condition that Somerset provide a dowry of £12,000. Although he proved unable to pay, the marriage was a happy one.
It was not until afterwards that the Countess heard the scandal surrounding her mother and on reading of it in a pamphlet, she was so affected that she collapsed to the floor. She bore her husband seven sons and three daughters. Their eldest son, William, Lord Russell, was convicted of treason in the Rye House Plot and beheaded in 1683, leaving his son, Wriothesley to succeed as 2nd Duke of Bedford.
Lord and Lady Bedford were particularly known for the extensive gardens that they laid out both at Woburn and at Brompton Park. In this they were helped by their surveyor, Philip Moore, and their gardener, John Field, who introduced many new exotic plants to the property.