my lyrics for the better. She really did a great job." Regarding her feelings for the song, Madonna commented, "I think most of the time when my records come out, people are so much distracted by so much fanfare and controversy that nobody pays attention to the music. [...] I can't tell you how painful the idea of singing 'Like a Virgin' or 'Material Girl' (1984) is to me now. I didn't write either of those songs, and wasn't digging very deep then. I also feel more connected emotionally to the music I'm writing now, so it's more of a pleasure to do it." Produced by Madonna and Leonard, "I'll Remember" was released as the lead single from the soundtrack album of With Honors. Madonna's own label, Maverick, was charged with the task of putting together the soundtrack album. They decided to include "I'll Remember", after noticing that all of her soundtrack releases have been commercially successful. Composition According to author Rikky Rooksby, the song is written in the style of Album-oriented rock (AOR) by bands like Boston or Foreigner. It is slowed down from the tempo of rock songs and utilizes a steadily reverberating synth keyboard to bring on the effect of a heartbeat. "I'll Remember" has characteristics of late Seventies song apart from the arrangement and the low bass. Madonna sings in a low-key voice which is almost overshadowed by the synth arrangement. Lyrically the song talks about Madonna looking back on a good love affair. According to Alex Balk from The Awl, the lyrics were inspirational, especially the line "I learned to let go of the illusion that we can possess", which is answered by Madonna herself that "[She] remember, happiness". The song starts with a C major chord sequence and is used on the flattened seventh key of the sequence. But the actual key of the song is D major. It is set in a time signature of common time with a moderate tempo of 120 beats per minute. Madonna's voice spans from F3 to G4. A much stronger arrangement of drums are used in the second verse. The chorus uses the chord sequence of D–G–Bm–A while the first two lines of each verse uses the chord progression of C–D–C–D7–C–D–Bm–A. During the intermediate line "I learned to let go of the illusion that we can possess", the structure changes to D/F–Bm–G–D–A–G–A. Backing vocals are used on