Elgar died on 23 February 1934. He left sketches for the unfinished third oratorio, a piano concerto, the opera The Spanish Lady, and a third symphony.

All his life Elgar loved music in the theatre. But nothing came of his Rabelais ballet, nor yet of the ‘Opera in 3 Acts’ heading in a 1909 sketchbook. Later he contemplated, though never began, a Hardy opera, even a Lear. Among many other librettos, he was offered and refused a Pilgrim's Progress. Then Barry Jackson (1879–1961) of the Birmingham Repertory founded a Drama Festival at Malvern; the first, in 1929, was dedicated to Shaw. Elgar became stage-struck. He asked Shaw for a libretto, but Shaw replied that ‘the verbal music’ of his plays ‘would make a very queer sort of counterpoint’ with Elgar's music. Elgar then turned to Ben Jonson, his choice falling on The Devil is an Ass (1616). In 1932 he asked Jackson for help. Jackson at first considered the play moribund, then – thinking he might deprive the world of Elgar's opera – delivered a rough libretto, working from the copious markings on Elgar's own copy.

Elgar was determined his opera was to be no less grand than Wagner or Strauss – he would ‘out-Meistersinger the Meistersinger’. He planned stage sets, and drew up cast lists, the vocal ranges based on Tosca. He ransacked his sketchbooks for musical ideas, and Jonson's other plays (and other poets) for lyrics. He planned to use sketches from 1878 onwards, and passages rejected from his earlier works, but some music was newly composed. His libretto was never more than work in progress, excitedly scribbled over: around the plot swarm minor characters, and all the bustle of the streets and taverns of Jacobean London.

Elgar once declared he wanted something ‘heroic & noble’ for a subject, but was offered only ‘blood & lust’. In Jonson, Satan sends his apprentice, Pug, to visit the earth to make mischief, but Pug finds London so sleazy and corrupt that he can do no worse. Jackson and Elgar, however, sweetened the play, romantically changing Frances (the heroine) from wife to ward, cutting Satan, and making Pug simply a manservant.