In August 2008, Boyle applied for an audition for the third series of ''Britain's Got Talent'' (as contestant number 43212) and was accepted after a preliminary audition in
Glasgow. When Boyle first appeared on the show at the city's
Clyde Auditorium, she said that she aspired to become a professional singer "as successful as
Elaine Paige". Upon this statement, most of the audience began to laugh. Boyle sang "I Dreamed a Dream" from
Les Misérables in the first round of the
third series of ''Britain's Got Talent'', which was watched by over 10 million viewers when it aired on 11 April 2009. Programme judge
Amanda Holden remarked upon the audience's initially cynical attitude, and the subsequent "biggest wake-up call ever" upon hearing her performance. Soon, the audition was widely reported and tens of millions of people viewed the video on YouTube. After the appearance, Paige expressed interest in singing a duet with Boyle, Despite being the clear favourite to win the final, she ended up in second place to
Diversity; the UK TV audience was a record of 17.3 million viewers. However, Boyle was quickly signed to
Simon Cowell's record label and began the production of the album soon after the show. Cowell compiled a list of around 150 songs that had in part been accumulated from "various A&R guys" who sent them to him. In an interview with
HitQuarters, Mac talked about working with the singer: "Susan had a big say in what she wanted to record. She’s an extraordinary artist – she’s an old school artist in that she can only sing what she feels in her heart. She’s not one of those singers that can make anything sound good, it’s only if she feels the passion of it and understands the lyric. It’s been a long time since I’ve worked with an artist that could do that." ==Composition==