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Later life

Lord Orford was succeeded as prime minister by Lord Wilmington in an administration whose true head was Lord Carteret. A committee was created to inquire into Walpole's ministry but no substantial evidence of wrongdoing or corruption was discovered. Though no longer a member of the Cabinet, Orford continued to maintain personal influence with George II and was often dubbed the "Minister behind the Curtain" for this advice and influence. In 1744 he managed to secure the dismissal of Carteret and the appointment of Henry Pelham whom he regarded as a political protégé. He advised Pelham to make use of his seat in the Commons to serve as a bridge between the King and Parliament, just as Walpole had done.

During this time, Walpole also made two interventions in the Lords. The first was in January 1744 in the debate on Hanoverian troops being kept in British pay. Walpole prevented them from losing the troops. In his second intervention, Walpole, with fear of a Jacobite-inspired invasion in February 1744, made a speech on the situation. Frederick, Prince of Wales, usually hostile to Walpole, warmly received him at his court the next day, most likely because his father's throne, and the future of the whole Hanoverian dynasty, was at risk from the Stuart Pretender.

Along with his political interests in his last years, Walpole enjoyed the pleasures of the hunt. Back at his recently rebuilt country seat in Houghton, Norfolk, such pastimes were denied him due to "dismal weather". He also enjoyed the beauties of the countryside. His art collection gave him particular pleasure. He had spent much money in the 1720s and 1730s in building up a collection of Old Masters from all over Europe. Walpole also concerned himself with estate matters.

His health, never good, deteriorated rapidly toward the end of 1744. Walpole died in London on 18 March 1745 from a bladder stone, aged 68 years, and was buried at the Church of St Martin at Tours on the Haughton estate. His earldom passed to his eldest son Robert who was in turn succeeded by his only son George. Upon the death of the third Earl, the earldom was inherited by the first Earl's younger son Horace Walpole, who is now remembered for his many thousands of insightful letters, published in 48 volumes by Yale University Press. The title died with him in 1797.