"I'll Remember" (shortened from "I'll Remember [Theme from With Honors]") is a song by American recording artist Madonna. It was released on March 8, 1994, by Warner Bros. Records as the soundtrack single of the film With Honors. The song was a radical change in image and style for Madonna, who had received negative feedback, both critically and commercially, for the prior two years due to the release of her book Sex, the studio album Erotica and the film Body of Evidence. Warner Bros. decided to use Madonna as the vocalist for the song after noting that most of her previous soundtrack singles had achieved commercial success. "I'll Remember" has characteristics of late Seventies styled songs. It utilizes a synthesized keyboard arrangement to bring about a continuously reverberating sound of heartbeat. Madonna's voice is supported by backing vocals. Contemporary critics praised the song, hailing it as one of her best work. It was nominated for "Best Song Written Specifically for a Motion Picture or for Television" at the 37th Grammy Awards and "Best Original Song" at the 52nd Golden Globe Awards. After its release, the song peaked at number two on the Billboard Hot 100, becoming her fifth song to do so. It also reached number one in Canada and Italy. The accompanying music video portrayed Madonna singing the song in a stylized recording studio. Her look and style was compared to the imagery of the music video of previous single "Rain". The androgynous portrayal of Madonna smoking in the last shot was appreciated critically for breaking gender barriers.