All of Me
Billie Holiday/Eddie Heywood and His Orchestra Lyrics


Jump to: Overall Meaning ↴  Line by Line Meaning ↴

You took my kisses and all my love
You taught me how to care
Am I to be just remnant of a one side love affair

All you took
I gladly gave
There is nothing left for me to save
All of me
Why not take all of me
Can't you see
I'm no good without you
Take my lips
I want to lose them
Take my arms
I'll never use them
Your goodbye left me with eyes that cry
How can I go on dear without you




You took the part that once was my heart
So why not take all of me

Overall Meaning

The lyrics to Billie Holiday and Lester Young's "All of Me" are a lament for a lost love. The lover seems to have taken everything from the singer - their kisses, their love, and even the ability to care. Despite this, the singer has nothing left to save and claims to have gladly given all they had. They ask the lover to take all of them, explaining that they cannot go on without them. The part of them that was once their heart has been taken away, so why not take all of them?


The first part of the lyrics recognize the asymmetrical nature of the relationship. The lover took everything, while the singer gave everything. This is likely what led to the ultimate breakup. Although the lyrics do not explicitly say so, the singer seems heartbroken because they were perhaps too invested in the relationship. The second part of the lyrics appeal to the lover to take all of them, including their lips (that once kissed the lover), and arms (that once held the lover) because without them, they feel incomplete. Ultimately, "All of Me" is a desperate plea to the lover to take what is left of the singer and make them whole again.


Line by Line Meaning

You took my kisses and all my love
You took every bit of affection that I had to offer and all of the love that I had for you.


You taught me how to care
You taught me how to be loving and affectionate towards someone else.


Am I to be just remnant of a one side love affair
Is it fair that all that remains of our relationship is the memory of my one-sided love for you?


All you took
Everything that you took from me


I gladly gave
I willingly gave you everything without any hesitation.


There is nothing left for me to save
I have nothing left to save in our relationship.


All of me
Every part of me, including my heart, my lips and my arms


Why not take all of me
Since you already have most of me, why not take it all?


Can't you see
Don't you see that I am incomplete without you?


I'm no good without you
I am useless and unhappy without you in my life.


Take my lips
Take the very thing that I used to kiss you.


I want to lose them
I'd rather lose them than not have you in my life.


Take my arms
Take the arms that I used to hug you.


I'll never use them
I don't need them if you're not here to complete me.


Your goodbye left me with eyes that cry
Your farewell made me so sad and emotional that now my eyes are full of tears.


How can I go on dear without you
I cannot carry on with my life without you being a part of it.


You took the part that once was my heart
Your actions caused me to lose the love that I had in my heart.


So why not take all of me
It's better for you to take everything from me, since there's nothing left in me without you in my life.




Lyrics © Sony/ATV Music Publishing LLC, Peermusic Publishing, Round Hill Music Big Loud Songs, MARLONG MUSIC CORP.
Written by: GERALD MARKS, SEYMOUR SIMONS

Lyrics Licensed & Provided by LyricFind
To comment on or correct specific content, highlight it

Genre not found
Artist not found
Album not found
Song not found

More Versions