Back in the 1920's, the M-Type Midget had been developed from the baby Morris Minor. The result was a basic, cheap, fun two-seater, with sporting pretensions which triggered a whole dynasty of Midgets. It was the Midget series which had established MG as a manufacturer of sports cars with an excellent reputation in motor sport.

In the late 1950's, yet another basic, cheap, fun two-seater was developed from a "baby" car. This time, the more modern equivalent of the old Austin Seven was used, the A30/35. This new two-seater car was the Austin Healey Sprite, which appeared in 1959 and was built at Abingdon. The Sprite was powered by an engine and transmission which had come straight from the Austin, and was a 948cc pushrod, overhead valve, four-cylinder A-series unit. In the Sprite however, it had been given twin SU carburettors and developed around 42bhp, which was sufficient to propel the little car to around 80mph. This car became known as the "Frogeye" Sprite due to its headlamps being set into the front of the one-piece front end, with a mouth-like grille being mounted on the front edge.

In this form, the car was known as the Austin Healey Sprite Mark II, but shortly after a De Luxe version was announced. It had been re-badged to become known as the MG Midget.