All The Things You Are

Analysis of “All The Things You Are” - Introduction

“All The Things You Are” is a great jazz standard that includes a couple of dozen different chords so it is more challenging than a tune like “Autumn Leaves.” Even though it is more complicated, it can be simplified somewhat by the use of “bracketing.” Bracketing means the use of a single scale to improvise over two or more chords. You will see how only 9 or 10 scales are needed to improvise on this tune in its simplest form.

The form of the tune is roughly AABA but there are some interesting variations. First, the second A section is identical to the first but in the key a perfect 5th higher. The first five bars of the last A section are identical to the first A but the rest is different and there is an extension resulting in the last A section being 12 measures long instead of 8. So, unlike the standard 32 bar AABA tune, this is a somewhat unusual 36 bar AABA tune!

Analysis of “All The Things You Are” - The 1st A Section

The chord progression is as follows:

/Fmi7 /Bbmi7 /Eb7 /Abma7 /Dbma7 /G7 /Cma7 /Cma7/

The first five chords are all in the same key, F Natural Minor or Ab Major. The last three measures are in the key of C Major. So you may use an Ab Major scale over the first five measures and a C Major scale over the last three. This approach will give the strongest sound of the two keys! Using chromatic embellishment or altered scales may add interest but actually causes the keys to be less obvious. I will discuss a more complicated approach later but more complicated is not necessarily better, it’s just more complicated!

Analysis of “All The Things You Are” - The 2nd A Section

The chord progression is as follows:

/Cmi7 /Fmi7 /Bb7 /Ebma7 /Abma7 /Ami7 D7 /Gma7 / Gma7 /

Similar to the 1st A section, the first five chords are all in the same key, C Natural Minor or Eb Major. The last three measures are in the key of G Major. So you may use an Eb Major scale over the first five measures and a G Major scale over the last three. This approach will give the strongest sound of the two keys! Again, this progression could be made more complicated and that will be discussed later.

Analysis of “All The Things You Are” - The B section

The chord progression is as follows:

/Ami7 /D7 /Gma7 /Gma7 /F#mi7 /B7 /Ema7 /C7+5 /

The bridge is mainly II - V - I in two keys, G Major and E Major. So you may play a G Major scale for 4 bars and an E Major scale for 3 bars. E Major is a less common jazz key so it may require extra practice! The last measure, C7+5 requires a scale that will prepare the return to F Minor. The best choices would be the 5th mode of F Harmonic Minor or the C Super Locrian scale (C# Melodic Minor). Both scales include notes in the F Minor key signature and, more importantly, the Ab melody note! A whole tone scale could be used but it has an unaltered 9th which gives the C7 more of a major sound.

Analysis of “All The Things You Are” - The Last A section

The chord progression is as follows:

/Fmi7 /Bbmi7 /Eb7 /Abma7 /Dbma7 /Dbmi7 /Cmi7 /Bo7 /Bbmi7 /Eb7 /Abma7 /GØ C7-9 /

Similar to the 1st A section, the first five chords are all in the same key, F Natural Minor or Ab Major. So Ab Major is the scale to use. The Dbmi7 should be a Dorian scale (Cb Major) and the Cmi7 should also be a Dorian scale (Bb Major). The B diminished 7th should use the W ½ diminished scale - W ½ W ½ W ½ W ½. The next three measures are a II - V - I in Ab Major and use an Ab Major scale. The last measure is a II - V progression leading back to the Fmi7 at the beginning. The best choice is an F Harmonic Minor scale which will fit both chords!


Analysis of “All The Things You Are” - A more complex approach!

Potentially you could assign a different scale sound to each chord but some chords still require certain sounds to sound “normal.” Here is a summary of scale possibilities:

Fmi7 - Aeolian (Ab Major) or Dorian (Eb Major)
Bbmi7 - IImi7 requires Bb Dorian (Ab Major)
Eb 7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Abma7 - Ab Major or Ab Lydian (Eb Major)
Dbma7 - IV function requires Lydian (Ab Major)
G7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Cma7 - C Major or C Lydian (G Major)
Cmi7 - Aeolian (Eb Major) or Dorian (Bb Major)
Fmi7 - IImi7 requires F Dorian (Eb Major)
Bb7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Ebma7 - Eb Major or Eb Lydian (BbMajor)
Abma7 - IV function requires Lydian (Eb Major)
Ami7 - IImi7 requires A Dorian (G Major)
D7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Gma7 - G Major or G Lydian (D Major)
(repeat the last three chords)
F#mi7 - IImi7 requires F# Dorian (E Major)
B7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Ema7 - E Major or E Lydian (B Major)
C7+5 - F Harmonic Minor or C Super Locrian (C# Melodic Minor)
(repeat the first five chords)
Dbmi7 - Dorian (Cb Major)
Cmi7 - Dorian (Bb Major)
Bo7 - W ½ Diminished scale (W ½ W ½ W ½ W ½)
Bbmi7 - IImi7 requires Bb Dorian (Ab Major)
Eb7 - the largest variety of choices, any dominant 7th scale (except Minor Blues)
Abma7 - Ab Major or Ab Lydian (Eb Major)
GØ - G locrian (Ab Major) or F Harmonic Minor
C7 - F Harmonic Minor or C Super Locrian (C# Melodic Minor)

When embarking on this more complex treatment, be sure to start at a slower tempo and try to emphasize the 3rds and 7ths of chords. These are the most important chord tones in any chord and bring out the quality of the chords (ma7, mi7, dom7,half-diminished, etc.). Listen to recordings by great artists, copy ideas that you like and incorporate them into your solo!


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