Songfacts®:

• This tawdry swing-jazz number was inspired by Madonna's turn as Breathless Mahoney, a '30s nightclub singer in the 1990 movie Dick Tracy. Prior to the film's release, the singer issued the soundtrack album I'm Breathless, a collection of jazzy tunes from and inspired by the movie. "Hanky Panky" was its second single, following "Vogue."
• "Hanky Panky" is also the title of a chart-topping Tommy James And The Shondells song from 1966.
• Breathless Mahoney tries to seduce the otherwise-engaged Dick Tracy - played by her real-life boyfriend Warren Beatty - and in this tune, Madonna imagines Breathless pulling out all the stops by praising the merits of a good spanking.
  
  Madonna, who wrote the song with her frequent collaborator Patrick Leonard, explained the concept in a 1991 Rolling Stone interview conducted by Carrie Fisher. She said: "The spanking thing started because I believed that my character in Dick Tracy liked to get smacked around and that's why she hung around with people like Al Pacino's character [mobster Big Boy Caprice]. Warren asked me to write some songs, and one of them - the hanky-panky song - was about that. I say in the song 'Nothing like a good spanky,' and in the middle, I say, 'Ooh, my bottom hurts just thinking about it.' When it came out everybody started asking, 'Do you like to get spanked?' and I said: 'Yeah. Yeah, I do.'"
• The racy lyrics landed Madonna in familiar hot water when The National Women's Council Of Ireland accused her of glorifying violence against women. The organization particularly took offense to the line, "I'll settle for the back of your hand." The singer claimed the lyrics were written in jest about her character's penchant for playful spanking and not meant to be taken seriously. According to The Complete Guide To The Music Of Madonna by Rikky Rooksby, the original lyrics were even naughtier but had to be toned down to preserve Disney's family friendly image.
• Jeff Porcaro of Toto played drums on this track.
• Madonna first performed this during her 1990 Blond Ambition World Tour, which supported her Like A Prayer album, along with other songs from the movie. She also revived it for her 2004 Re-Invention World Tour, where she donned a flapper-style bustier and black hot pants.
• I'm Breathless also boasts the torch song "Sooner Or Later (I Always Get My Man)" by Stephen Sondheim, which won the Oscar for Best Original Song in 1991.
• I'm Breathless was one of three soundtracks released in support of the movie (alongside Dick Tracy: The Original Soundtrack and an orchestral score by Danny Elfman of Oingo Boingo and Batman fame). It peaked at #2 in the US and the UK and sold 7 million copies worldwide.
• This was featured on the season 3 finale of Ally McBeal, "Ally McBeal: The Musical, Almost," where it was performed by actress Alicia Witt.
• This was used in the 1997 movie The Real Blonde, starring Matthew Modine.