The painting depicts two nuns sitting amongst gravestones. The nun on the left is digging a grave, which is positioned to make the viewer feel they are standing in the grave alongside the nun. The second nun is holding a rosary with a skull attached to it, and appears to be looking directly at the viewer. The autumn setting, with its falling leaves and short daylight hours, evoke death as part of the rhythm of life. In the background, a coffin shaped cloud hangs in the evening sky, an omen of death according to Scots legend.
Indeed, Millais used the garden of his in-laws' home in Perth, Scotland as the inspiration for the background of the painting. The idea for it had come to him during his honeymoon in Scotland a few years prior, when he was struck by the beauty of an island with the remains of a monastery on it. As was typical of the pre-Raphaelite aesthetic, he painted the picture in open air in order to truthfully capture the natural scene. He painted the background and the figures in his in-laws' garden, and subsequently the grave and gravestones at a churchyard, also in Perth.
The Vale of Rest is a transitional work of Victorian art. There are elements of pre-Raphaelitism, such as the close attention to detail and the aforementioned truth to nature. However, the absence of a clear subject indicate the influence of the new Aesthetic Movement and the notion of "art for art's sake", which became so influential in the late 19th century. The contemplative mood of the painting encourages the viewer to consider their own mortality. In much of his work following The Vale of Rest, Millais began to make more saleable paintings, and many have suggested that his later art reflects the need to support his growing family. However, Millais himself stated that The Vale of Rest was his favourite of his works. It was first exhibited at the Royal Academy, London, in 1859, and now belongs to the Tate Britain. It is currently on loan to the National Gallery of Australia.