Though the composer provided no subtitle, this work's inspiration was Bürger's poetic ballad Lenore. In the Second Ballade Liszt surpasses the music of his First, his only other work in the genre. The earlier piece is fairly direct and uncomplicated, with a lovely main theme and an attractive march-like second subject. Without doubt, it is worthy of greater attention on the recital stages and may be a more compelling work to some ears than its sibling. The B minor, however, is considerably more substantial -- at about 15 minutes it is twice the length of the first ballade, and its formal design and scope are conceived on a far grander scale. It is also the more popular of the two ballades, many pianists having taken up the work in the latter part of the twentieth century.
An ominous theme in the lower register opens the work, at once setting the groundwork for that menacing dark music so typical of the composer throughout his career. It's as if some grand evil is lurking around the corner. A lovely second subject is soon heard, marked allegretto and making for a contrast that could hardly be more diametrical. Both themes are heard again before there is any development.
In the middle section the music turns militaristic and brilliant. Here there are virtuosic fireworks and titanic struggles, suggesting a good-versus-evil scenario. Themes are transformed brilliantly afterward, especially near the close, as a glorious, almost operatic-sounding melody is presented; it turns out to be a variant of the grim opening idea. The piece ends softly, with echoes of the alternate theme resonating in a gentle soothing sound. Liszt had originally written a bigger, more bombastic ending, but changed it before publication (1854). He dedicated the piece to Count Karl von Leiningen.