the tunes, saying that she was not confident of doing justice to the songs, and neither was Sondheim. But he kept on encouraging the singer so that the recording sessions would not be affected. Madonna also recruited producer Patrick Leonard and engineer Bill Bottrell to help her with the project. She and Leonard toiled to create music that would fit the style and production of the film, set in the days of the Untouchables law enforcement. According to Lucy O'Brien, author of Madonna: Like an Icon, after Madonna's split from husband Sean Penn in 1989, the singer was comfortable in her new relationship with Beatty, which influenced the songs. The singer and Leonard enlisted a ten-piece live band and jazz musicians. The sessions took place at Johnny Yuma Recording and Ocean Way Studios in Los Angeles, California, and concluded by three weeks. The songs on the album reflect Madonna's showgirl personality where her singing ranged from "rootsy, rocking" in nature to slow, "laid-back and soulful" vocals. A studied approach was evident in most of them, which O'Brien compared to "an actress playing a part and performing a vocal exercise in technique". Some of the songs had Madonna pitching her vocals and belting the notes only when necessary. A dryness was prevalent in most of the singing, which was required for the songs and the setting. Guy Pratt, who also played bass, said that the singer "was in character and started smoking. She actually ponced a cigarette off me. Her character smoked, so therefore she did." O'Brien said that the songs on I'm Breathless had a "coquettish" and "pandering nature", and was the polar opposite to Madonna's previous release, Like a Prayer, which had an introspective composition. I'm Breathless opens with the sound of an intercom and a shuffle, and power ballad "He's a Man" starts, a song which Madonna sings as if she was a "hooker stalking the boulevard". Also, Madonna's "haunting" vocals continue after the music has faded. One of the Sondheim songs, "Sooner or Later", evokes a 1930s jazz ballad with comping piano, brushed drum sounds, double bass, and horns. Conjuring the atmosphere of a smoky nightclub, the song finds Madonna in her lowest range as the melody shifts continuously. "Hanky Panky", the third song and second single, deals with sadomasochistic themes centered on a girl celebrating the pleasures of a "good spanking". It is performed in an