We present the All-Seeing (AS) project: a large-scale dataset and model for recognizing and understanding everything in the open world.Using a scalable data engine that incorporates human feedback and efficient models in the loop, we create a new dataset (AS-1B) with over 1.2 billion regions annotated with semantic tags, question-answering pairs, and detailed captions. It covers a wide range of 3.5 million common and rare concepts in the real world and has 132.2 billion tokens that describe the concepts and their attributes. Leveraging this new dataset, we develop the All-Seeing model (ASM), a unified framework for panoptic visual recognition and understanding. The model is trained with open-ended language prompts and locations, which allows it to generalize to various vision and language tasks with remarkable zero-shot performance, including both region- and image-level retrieval, region recognition, captioning, and question-answering. We hope that this project can serve as a foundation for vision-language artificial general intelligence research.