Pope Paul III peers directly at the viewer, as he holds a document in his right hand. He is seated in three-quarter pose, donning the camauro or cap. The wall behind him opens upon a turbulent landscape to the right, which Titian has rendered with subtle luminosity. This composition is similar to Titian’s earlier Portrait of Pope Paul III Without Cap (ca. 1543).
It is possible that this painting is a replica of the first portrait of Paul III without the cap. Here, Paul III seems to be older, with Titian’s brushtrokes applied with a lighter hand. It may have been commissioned by Cardinal Guido Ascanio Sforza di Santa Fiora (1518-1564), who was the son of Costanza Farnese and grandson of Pope Paul III.