My students and I tend to think of all pre-rock American popular songs as being “jazz”, because that’s the context in which we tend to encounter them. However, jazz was an artistic outgrowth of popular song, and it’s worth seeing how those tunes existed before jazz musicians began interpreting them. The jazz pianist, composer and educator Ethan Iverson has a great resource on the repertoire of core standards. Iverson recommends that you start your journey by looking at the original sheet music, and he includes a bunch of representative examples.
“All of Me” is from the third decade of Iverson’s collection. That meant that it was a “modern” tune at one time, compared to truly archaic standards like “My Melancholy Baby” or “Tea For Two.” The sheet music for “All of Me” is full of delightful surprises. First, there’s the helpful tuning chart for ukulele or “Banjulele Banjo”. Then there’s this verse: “You took my kisses and you took my love, you taught me how to care…” The part of the tune we all know, the “chorus”, finally starts at the bottom of the second page.
Here’s the first recording, by Paul Whiteman and his orchestra, featuring vocals by Mildred Bailey, released December 1st, 1931. Mildred Bailey only starts singing at 1:47, halfway through the recording.
Is this “jazz”? It has a metronomic pulse, and I guess it technically swings, but it’s so polite and square. Paul Whiteman was known as “the King of Jazz”, but this sounds more to me like light classical music, especially in the string arranging.
The second recording of the tune, by Ruth Etting, was was released just ten days after the first. She sings the verse, not just the refrain.
This sounds even less like jazz than the Paul Whiteman/Mildred Bailey version. My students have no idea how to categorize it. In the 1930s, this just sounded like “popular music”, no further qualification needed. Now it sounds like an awkward amalgam of classical, musical theater and vaudeville. This is not to knock Ruth Etting, who sings beautifully, it’s just so different from how anyone would sing the song now.
The earliest recording I know of that I would classify as jazz is Louis Armstrong’s from 1932.
Everbody plays stiffly except for Louis himself, who always sounds like he’s a decade or two in the future. The banjo was more common than the guitar at this point, because it cut through low-fidelity recordings and noisy bars.
I love Django Reinhardt’s recording from 1940, with Alix Combelle on tenor sax and Hubert Rostaing on clarinet. There’s no intro and really no arrangement, they just jump straight in and blow. They swing like crazy, too.
Billie Holiday’s take from 1941 is the definitive one for me. There’s a nice arrangement, probably written by pianist Teddy Wilson.
Sarah Vaughn’s 1957 recording swings effortlessly, but she also sounds sarcastic on it. The tune wasn’t exactly fresh by this point.
By contrast, Willie Nelson’s 1978 recording, produced by Booker T Jones, is completely earnest. For Willie, the tune is an adventure outside of his stylistic comfort zone, not a burdensome cliche.
Is Willie Nelson’s version “jazz”? I would say no. Instead, he’s calling back to an earlier era when both jazz and country were closer to their shared origins in Black American vernacular music, and there was still substantial overlap between them. Listen to Bob Wills and the Texas Playboys to hear what I’m talking about. Willie Nelson loves Bob Wills.
Let’s talk about the published sheet music some more, because it shows some significant oddities if you’re familiar with the tune. First of all, there’s the fact of the verse; lots of old standards had verses that have been lost to history. But the chorus of “All of Me” is also different between the sheet music and subsequent jazz interpretations. Here are the chord changes as originally written:
| C | % | E7 | % |
| A7 | % | Dm | % |
| E7 | % | Am | % |
| D7 | % | G7 | % |
| C | % | E7 | % |
| A7 | % | Dm | % |
| Dm | Fm | C Gm | A7 |
| Fm | G7 | C Fm | C |
Like most people in this day and age, I learned the tune from the Real Book, which gives the changes like so:
| Cmaj7 | % | E7 | % |
| A7 | % | Dm | % |
| E7 | % | Am | % |
| D7 | % | Dm7 | G7 |
| Cmaj7 | % | E7 | % |
| A7 | % | Dm | % |
| F | Fm | C Em7 | A7 |
| Dm7 | G7 | C6 | % |
For the first 24 bars, the Real Book version is essentially identical to the original. The divergences start in measure 25, where the Real Book uses Dm rather than F for greater root movement. In measure 27, the Real Book replaces Gm with Em7 to create a ii-V rather than the original’s more colorful iv-V. That’s sad, but understandable.
The biggest change is in measure 29, where the Real Book replaces Fm with Dm7, once again turning a rich and dark iv-V to a boring ii-V. In the original, you have a deceptive cadence, the A7 in measure 28 surprising you by going to the Fm in measure 29. The Real Book “fixes” that by having the A7 in measure 28 resolve more expectedly to Dm7 in measure 29. What’s the fun in that? Also, the Real Book “fixes” the melody there. In the original song, on the line “why not take all of me”, the word “not” is on A-flat, the flat sixth, matching the Fm chord. In the Real Book, the word “not” is on A, the natural sixth, matching the Dm7 chord. The original is frankly awkward, but it has idiosyncratic charm. The Real Book version makes more sense, but it’s bland.
The Real Book is notoriously full of mistakes, but in this case, it’s accurately reflecting jazz practice. Louis Armstrong’s version has flat sixths in the instrumental, but Louis doesn’t sing them. Djanjo Reinhardt omits the flat sixth entirely, as does Billie Holiday. They are playing the tune by ear or from memory, and I guess those flat sixths are counterintuitive enough not to survive aural transmission. And once Billie Holiday has recorded a tune a certain way, it’s natural to think that her version is the right one. Who could argue with Billie Holiday?
So how should we be playing the tune now? Ethan Iverson wants us to go back to the source.
How do you learn the standards? There’s no one way. Back when Charlie Parker, Miles Davis, and John Coltrane were recording these songs, they could be heard on the radio and at the movies. I encourage my students to play along with current radio hits, for that is part of the same mechanism that enabled midcentury practitioners to learn all these tunes.
Maybe there were some primitive fakebooks around, but many piano players would have looked at original sheet music. The original sheets can sound quite fresh compared to the received wisdom of modern-day iReal Pro and so forth.
Robert Fink calls Western European classical music an “ancient alien power source.” You might use the same term for jazz standards. They are less ancient and less alien, but they still sound like they’re from a world remote from our own. I mean, when “All of Me” was new, it existed mainly as sheet music. Not everyone had a radio or a record player; a normal person would most often have heard the song performed by a friend or relative in a living room, back when it was called the parlor. It’s easy to be nostalgic for a time when amateur singing and piano playing was a routine household activity. Jazz stopped being a participatory culture around the time of “Giant Steps.” I don’t know how we could return, but I’d like to imagine that such a thing is possible. It’s a challenge for music educators.


“In the 1930s, this just sounded like ‘popular music,’ no further qualification needed. Now it sounds like an awkward amalgam of classical, musical theater and vaudeville.” Makes me wonder how people will approach a popular song from now or the recent past, at a point in the future where the styles of the time are seen as more codified. “‘Jack and Diane’ may be a bit of an oddity to contemporary listeners; it uses distortion like a rock song, and Mellencamp sings like a rock singer, while the drum machine is playing a pattern that is we now associate more with the era’s hip hop. The accompaniment in the verses is reminiscent of 21st and late 20th century ‘worship group’ music, but ultimately it would have just been a pop song to audiences in 1982.”
Conrad Cork was trying to do the latter prior to his death, with his Jazz Song as Raga approach.
yes let’s bring back the Ab in the final why not
but I suggest a compromise on the chord and use Dm7b5
Good call!