On November 5, 1886, William Gilbert read the complete text of a new, two-act operetta to Arthur Sullivan, over dinner. This would become Ruddigore, or The Witch's Curse, possibly the most controversial of Gilbert and Sullivan's works.

Sullivan did not compose the numbers in the projected performance order. Instead, he began with choruses, and within 10 days, he had finished the opening chorus and the finale of the first act; by the end of November, all the material for chorus. As usual, several numbers were not finished until days before the premiere—Sullivan completed the score at 4 a.m. on January 13. The overture was assembled by someone else.

Gilbert derived the story of Ruddigore from his own one-act operetta, Ages Ago, with music by Frederic Clay, of 1869. The plot revolves around two brothers who try to avoid succeeding to the baronetcy, because the position requires committing a crime a day to avoid death. In the second act, set in the picture gallery of the Ruddigore castle, ancestors come forth from their portraits to prompt Sir Ruthven to do his criminal duty. Ruthven realizes that, to avoid committing a crime is suicidal, and suicide itself is a crime. Logically, none of the ancestors in the paintings should have died. Thus, they all return to life and join in a chorus. Gilbert based the most interesting character, Mad Margaret, on Madge Wildfire of The Heart of Midlothian, by Sir Walter Scott.

Ruddigore, or The Witch's Curse opened at the Savoy Theatre on January 22, 1887. It was not immediately well received; some referred to the piece as "gloomy." It is generally considered a failure, even though it ran for 283 nights and brought its creators a large sum of money. Gilbert told a friend: "I could do with a few more such failures." Critics and the public alike enjoyed the first act, but the second failed to please. The last 20 minutes were actually hissed by the audience. Sullivan himself found the "revivification of ghosts, etc., very weak." Possibly the greatest problem with Ruddigore is that it followed on the heels of The Mikado. Public and critics alike expected the same kind of farcical romp, but received something entirely different. On March 19, 1887, a parody of Ruddigore, entitled Ruddy George, or Robin Red Breast, by H.G.F. Taylor and P. Reeve opened at Toole's Theatre in London.

"When the night wind howls" is one of the best examples of Sullivan's ability to compose "descriptive" music, with its odd text setting and swirling orchestration. The double chorus, "So welcome, gentry," of women and men betrays Sullivan's interest in writing countrapuntal numbers. Sullivan turns to folk song style in "I know a youth who loves a little maid" and Dick Dauntless' "I shipped d'ye see, in a revenue sloop," complete with a hornpipe at the end of the song. Also, "When the buds are blossoming," from the finale of the first act, reminds one of Purcell, while "Oh happy the lily," in a sprightly 9/8 meter, has a rustic flavor.

After the poor reception at the opening, Gilbert and Sullivan rewrote several parts of Ruddigore, abandoning the re-animation of the ghosts and changing Grossmith's song after the ghost scene.

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