Why Every Jazz Guitarist Needs This Standard

All The Things You Are, written by Jerome Kern in 1939, is probably the most played jazz standard in history. And there is a good reason for that. No other tune teaches you as much about how jazz harmony works.

The changes move through four key centers: Ab major, C major, Eb major, and G major. Each transition happens through a ii-V-I pattern, which means every few bars you are practicing the most fundamental harmonic movement in jazz. If you can navigate this tune, you can navigate most of the jazz repertoire.

I use this as an advanced study piece with my students. After they have internalized triads and voice leading over simpler tunes like Autumn Leaves, All The Things is where those skills get tested in a more complex harmonic environment.

The Chord Changes: Four Key Centers

The form is AABA, 36 bars total. Here is the harmonic roadmap:

First A section (Ab major): Fm7 – Bbm7 – Eb7 – AbMaj7 – DbMaj7
Then it pivots to C major: Dm7 – G7 – CMaj7

Second A section: Same as the first, but it pivots to Eb major: Gm7 – C7 – Fm7 – Bb7 – EbMaj7

Bridge (G major): Am7 – D7 – GMaj7 – then moves through F#m7b5 – B7 – EMaj7 – C7

Last A section: Returns to Ab major, then resolves differently.

When you look at it as key centers connected by ii-V patterns, the logic becomes clear. Each key is reached by its ii-V, and each key leads naturally to the next. The genius of the composition is how smoothly these modulations flow.

Comping with Triads Through the Modulations

The challenge with All The Things is tracking the key center changes while you play. This is where triads become your best friend.

When the tune is in Ab major, you are playing Ab major family triads. When it modulates to C major, you shift to C major family triads. Each modulation means a new set of triads on the fretboard.

The key insight is this: the transitions between key centers are smooth because the ii-V approach tones connect naturally. The last chord of one key center voice leads directly into the first chord of the next key center. Find those connections on the fretboard and the modulations will stop feeling like jarring jumps.

Practice comping through the entire form on one string set first. This forces you to find the closest voicing for each chord change. When you can play through all 36 bars on one string set with smooth voice leading, move to the next string set.

Improvisation: Following the Key Centers

The biggest mistake I see guitarists make over All The Things is trying to use one scale for too many bars. The Ab major scale works fine over the first four chords, but when you hit the Dm7 – G7 – CMaj7 pivot, you need to shift your thinking to C major immediately.

Triads solve this problem. If you are thinking in triads, each chord gets its own clear set of target notes. You do not need to think about what scale applies. You just need to know the chord tones and aim for them.

Over the Ab major section, target Ab, Cm, and Eb triads. When C major arrives, shift to C, Em, and G triads. The modulation in your solo should sound as natural as the modulation in the chord changes.

Here is a great exercise: improvise through the form using only root, third, and fifth of each chord. No other notes. This sounds limiting, but it teaches you to hear the harmony moving underneath your lines. Once those triad tones are automatic, add scale tones, approach notes, and chromatic connections.

The Voice Leading Goldmine

What makes All The Things You Are special for practicing voice leading is the number of half-step connections between consecutive chords. When Fm7 moves to Bbm7, the voice leading is incredibly smooth. When Eb7 resolves to AbMaj7, again just one note needs to move.

Map out the voice leading for every chord change in the tune. Find which notes stay the same, which move by half step, and which move by whole step. This map becomes your guide for both comping and soloing. The smoothest lines follow the path of least resistance through the harmony.

Players who sound great over this tune are not playing more notes or fancier licks. They are connecting chord tones with minimal movement. That is what makes the harmony audible in their playing.

Practice Approach

Learn this tune in stages. Do not try to master the whole thing at once.

Stage 1: Comp through each A section separately. Get comfortable with the Ab major to C major modulation, and the Ab major to Eb major modulation, before putting them together.

Stage 2: Learn the bridge as its own piece. The G major center with the chromatic movement through F#m7b5 – B7 – EMaj7 needs separate attention.

Stage 3: Connect everything. Play the full 36-bar form with triads, focusing on the transitions between sections.

Stage 4: Improvise. Start with chord tones only, then gradually add complexity as your ears develop.

Frequently Asked Questions

What key is All The Things You Are in?

All The Things You Are starts in Ab major but modulates through C major, Eb major, and G major before returning to Ab. These modulations happen through ii-V-I patterns, which is what makes it such an excellent study piece for understanding how jazz harmony moves between keys.

Why is All The Things You Are important for jazz guitarists?

It is considered one of the most essential jazz standards because it covers so many harmonic concepts in one tune: multiple key centers, ii-V-I progressions in both major and minor, and beautiful voice leading opportunities. Learning to navigate All The Things teaches skills that transfer directly to hundreds of other standards.

How do you solo over All The Things You Are?

The most effective approach is targeting chord tones with triads as each key center changes. Over the Ab major section, outline Ab major triad tones. When it modulates to C, shift your targets to C major triad tones. The key is hearing each modulation and adjusting your targets accordingly, rather than trying to play one scale over everything.