All of Me – Standards Re-Imagined

For the inaugural “Standards Re-Imagined” I’m taking a look at the popular standard “All of Me,” written originally in 1931. This song has been covered by everyone from Frank Sinatra to Ani DiFranco!

“All of me, why not take all of me?
Can’t you see, I’m no good without you?”

Quite a melancholy couplet . Yet the song starts on and is the key of C major. Listen below and hear how happy and bright the opening four bars sound.

If we make one slight chord change, however, the sound of the stanza darkens considerably, and in my opinion, appropriately. Listen below to the same 4 bars with one different chord.

I changed the C major chord to an A minor, using the Simple Substitution method. Each key has 7 diatonic chords within it. In the key of C, that’s C major, Dm, Em, F, G, Am, and Bdim7. These chords can be split up into three different “families” based on the common tones they share. There’s the tonic family: C (I), Em (iii), and Am (vi), the subdominant family: Dm (ii), F (IV), and G7 (V7), and the dominant family: G7, Bdim7b5 (vii-7), and G7sus4 (V7sus4). In theory, any chords inside of a family are interchangeable. So I could change that C major chord that starts “All of Me” to either A minor or E minor because all three are in the tonic family. However, just because it’s possible doesn’t mean it will necessarily sound good and that jurisdiction is in the ears of the arranger! 

I chose to change the C major chord to A minor because of the contrast it would provide to the next chord change, as opposed to going from E minor to E7 which only note!

I also changed a chord at the end of the song, first listen to how the last four bars sound as written.

Example 3

Now, listen to the new ending of the song with the changed chords.

In addition to the changed C to A minor from before, I changed the Dm7 to an Fmaj7, which I’m able to do because Dm and F major are both members of the subdominant family. The F major to G major change strongly gives the impression of going back to C major. But, from an artistic standpoint, the deceptive cadential turn to A minor is a musical twist of the knife, which I see perfectly fitting into the sarcasm and desperation of the lyric “so why not take all of me?” 

Sometimes relatively minor changes like altering chords can have a big impact on the overall tone of a song. I think it’s a great way to breathe new life into songs that we’ve heard done similar ways thousands of times.