All the Things You Are

Its verse is rarely sung now, but the chorus has become a favorite with singers and jazz musicians. The chorus is a 36-measure AA₂BA₃ form with two twists on the usual 32-bar AABA song-form: A₂ transposes the initial A section down a fourth, while the final A₃ section adds an extra four bars.

Note: The harmonic analysis demonstrates a functional chord progression using the circle of fifths. This type of progression generally relies on the roots of the chords being a 4th apart. Taking the main key of measures 1 to 5 as A-flat major, the chords can be considered as vi–ii–V–I–IV in A-flat major. (Fm7 is the sixth degree in A♭; B♭m7 is second degree in A♭, etc.) Using a delay cycle, D♭ being the tritone substitution for G7, the last 3 bars of the A section modulates to the key of C major temporarily.

The chords of the A₂ section precisely echo those of the initial eight measure A section, except the roots of each chord in the initial A section are lowered (transposed down) by a perfect 4th. Thus, Fm7 in A becomes Cm7 in A₂, B♭m7 becomes Fm7, E♭7 becomes B♭7, etc. In the same vein, the melody sung over A₂ is identical to the A section melody, though every note is also lowered by a perfect 4th.

The bridge of this piece, section B, is another example of a functional chord progression in the keys of G major and E Major. In bars 1-4 of this section, it is a simple ii–V–I progression. Using a common chord substitution, the F♯º chord in measure 5 functions as viiº in the key of G major and iiº in the key of E minor. Then using simple modal mixture, the B7 chord is used to bridge from E minor to E major in bar 7. (Note: although there is no E minor chord in the composition during this section, it is important to note the relationship of the F♯º chord to E major. Without the technique of modal mixture, the use of major tonalities and minor tonalities simultaneously, E minor & E major, the F♯ would have been simply minor and introduced an additional pitch, C♯ to the harmony.) The E major 7 voice leads smoothly to C7 altered; for example, lowering the B to B♭ forms Emaj7♭5, or rootless C7♯5♯9.

The first five measures of A₃ are identical to the initial 8 measure long A and A₂ sections. In the 6th measure, A₃ takes a new path that does not come to an end until the 12th measure of the section. The G♭7 or D♭ minor chord in measure 6 is a borrowed chord from A♭ minor.

The modulations in this song are unusual for a pop song of the period and present challenges to a singer or improviser, including a semitone modulation that ends each A section (these modulations start with measure 6 in the A and A₂ sections and measure 9 of the A₃ section), and a striking use of enharmonic substitution at the turnaround of the B section (last two measures of the B Section), where the G♯ melody note over a E major chord turns into an A♭ over the F minor 7 of measure 1 of section A₃.

Because of its combination of a strong melody and challenging but logical chord structure, "All the Things You Are" has become a popular jazz standard. Its changes have been used for such contrafact tunes as "Bird of Paradise" by Charlie Parker,[2] "Prince Albert" by Kenny Dorham, and "Boston Bernie" by Dexter Gordon. "Thingin'" by Lee Konitz introduced a further harmonic twist by transposing the chords of the second half of the tune by a tritone.

The verses start with these lines:

Time and again I've longed for adventure

Something to make my heart beat the faster

What did I long for, I never really knew

• Ella Fitzgerald - Ella Fitzgerald Sings the Jerome Kern Song Book (1963)
• Chet Baker[2]
• Dave Brubeck with Anthony Braxton and Lee Konitz – All the Things We Are (1974)[2]
• Larry Coryell – Shining Hour (1989)[5]
• Tommy Dorsey with Jack Leonard (1939)[2]
• Stan Getz[2]
• Dizzy Gillespie with Charlie Parker (1945, 1953)[2]
• Johnny Griffin with John Coltrane and Lee Morgan – A Blowing Session (1957)[2]
• Keith Jarrett – Standards Vol. 1 (1983)[2]
• Modern Jazz Quartet[2]
• Brad Mehldau – Art of the Trio 4: Back at the Vanguard (1999)[2]
• Gerry Mulligan – Mullenium (1977)[6]
• Charlie Parker with Miles Davis – "Bird of Paradise" (1947)[2]
• Art Pepper[2]
• Sonny Rollins and Coleman Hawkins with Paul Bley – Sonny Meets Hawk! (1963)[2]
• Gonzalo Rubalcaba with Charlie Haden and Paul Motian – Discovery (1990)[2]
• Bud Shank[2]
• Artie Shaw with Helen Forrest (1939)[2][7]
• Woody Shaw with Bobby Hutcherson – Night Music (1982)[2]
• Carly Simon - Moonlight Serenade (2005)
• Lennie Tristano[2]
• Phil Woods with Vincent Herring and Antonio Hart – Alto Summit (1995)[2]
• Michael Jackson - Music And Me (1973)

• List of 1930s jazz standards

• "All the Things You Are" for Jazz Guitar
• Lyrics of this song at MetroLyrics