I Won't Say

"I Won't Say (I'm in Love)" is a song written by composer Alan Menken and lyricist David Zippel for Disney's animated film Hercules (1997). Included on the film's soundtrack, the song is performed by American actress and singer Susan Egan in her role as Meg, Hercules' love interest, while singers Cheryl Freeman, Lillias White, Vaneese Thomas, LaChanze and Roz Ryan provide girl group-style backup vocals as the Muses. "I Won't Say (I'm in Love)" is a mid-tempo doo-wop and pop ballad reminiscent of 1950s music that incorporates Motown and R&B influences. Similar in style to songs recorded by American girl groups the Ronettes and the Supremes, its lyrics are about denying having romantic feelings for someone and parody those of traditional love songs. In its accompanying musical sequence, Meg refuses to admit she is falling in love with Hercules, while the Muses insist that she embrace her romantic feelings for him instead. "I Won't Say (I'm in Love)" was written to replace "I Can't Believe My Heart", a slower, more emotional ballad Menken had originally intended for Meg; the latter song was discarded because Meg's animator Ken Duncan felt it did not complement her strong personality. Menken based "I Won't Say (I'm in Love)" on songs he wrote for his musical Little Shop of Horrors (1982). "I Won't Say (I'm in Love)" has been positively received by both film and music critics, who enjoyed its girl group-inspired arrangement, as well as Egan's sultry delivery and the song's refreshing difference from traditional Disney ballads; some critics even dubbed it the film's best song. While not one of Disney's most popular songs, "I Won't Say (I'm in Love)" has developed a reputation as one of the studio's most underappreciated. American singer Belinda Carlisle recorded a pop rock version of "I Won't Say (I'm in Love)" for the film's soundtrack. American girl group the Cheetah Girls covered the song in 2005. Background and context "I Won't Say (I'm in Love)" was written by composer Alan Menken and lyricist David Zippel. Menken originally composed a "soaring" ballad entitled "I Can't Believe My Heart" for Meg to sing in the film, which he had intended to serve as a solo conveying the heroine falling in love with Hercules. However, Meg's supervising animator Ken Duncan disagreed with Menken's song because he believed the character was "too tough" and "hardened by life" to perform such a soft ballad.