I'll Remember - Composition

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. 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 F♯₃ 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 D–Bm–A–Bm and G–D–G–A. During the intermediate line "I learned to let go of the illusion that we can possess", the structure changes to D–Bm–G–D–A–G–A. Backing vocals are used on the later choruses for support with the strings, cascading down to a minor arrangement before the third one. The song ends with fading out and devoid of any musical climax. Lyrically the song talks about Madonna looking back on a good love affair.