“All of Me” is a popular song and jazz standard written by Gerald Marks and Seymour Simons in 1931. Billie Holiday recorded the song in 1931, and her 1941 rendition was later described by critic Ted Gioia as the definitive version. The song first reached a broad public through Belle Baker's radio performance in 1931; Paul Whiteman and His Orchestra, with Mildred Bailey, then took it to the top of the US pop charts, as did Louis Armstrong's version.
Written in B-flat major, “All of Me” has an ABAC form and is generally played at a medium tempo. A 20-bar introductory verse exists but is often omitted. Its melody moves between descending phrases suggestive of despair and a closing line of repeated high notes, while its relatively direct harmony has supported contrafacts including Lennie Tristano's “Line Up” and Warne Marsh's “Background Music.” Notable later recordings include Frank Sinatra's 1948 release and Willie Nelson's country version, which reached No. 3 on the Hot Country Songs chart in 1978.