Daily Papers

Training Large Language Models (LLMs) presents significant memory challenges, predominantly due to the growing size of weights and optimizer states. Common memory-reduction approaches, such as low-rank adaptation (LoRA), add a trainable low-rank matrix to the frozen pre-trained weight in each layer, reducing trainable parameters and optimizer states. However, such approaches typically underperform training with full-rank weights in both pre-training and fine-tuning stages since they limit the parameter search to a low-rank subspace and alter the training dynamics, and further, may require full-rank warm start. In this work, we propose Gradient Low-Rank Projection (GaLore), a training strategy that allows full-parameter learning but is more memory-efficient than common low-rank adaptation methods such as LoRA. Our approach reduces memory usage by up to 65.5% in optimizer states while maintaining both efficiency and performance for pre-training on LLaMA 1B and 7B architectures with C4 dataset with up to 19.7B tokens, and on fine-tuning RoBERTa on GLUE tasks. Our 8-bit GaLore further reduces optimizer memory by up to 82.5% and total training memory by 63.3%, compared to a BF16 baseline. Notably, we demonstrate, for the first time, the feasibility of pre-training a 7B model on consumer GPUs with 24GB memory (e.g., NVIDIA RTX 4090) without model parallel, checkpointing, or offloading strategies.

Training large-scale neural networks in vision, and multimodal domains demands substantial memory resources, primarily due to the storage of optimizer states. While LoRA, a popular parameter-efficient method, reduces memory usage, it often suffers from suboptimal performance due to the constraints of low-rank updates. Low-rank gradient projection methods (e.g., GaLore, Flora) reduce optimizer memory by projecting gradients and moment estimates into low-rank spaces via singular value decomposition or random projection. However, they fail to account for inter-projection correlation, causing performance degradation, and their projection strategies often incur high computational costs. In this paper, we present COAP (Correlation-Aware Gradient Projection), a memory-efficient method that minimizes computational overhead while maintaining training performance. Evaluated across various vision, language, and multimodal tasks, COAP outperforms existing methods in both training speed and model performance. For LLaMA-1B, it reduces optimizer memory by 61% with only 2% additional time cost, achieving the same PPL as AdamW. With 8-bit quantization, COAP cuts optimizer memory by 81% and achieves 4x speedup over GaLore for LLaVA-v1.5-7B fine-tuning, while delivering higher accuracy.

Adaptive optimizers, most notably Adam, have become the default standard for training large-scale neural networks such as Transformers. These methods maintain running estimates of gradient first and second moments, incurring substantial memory overhead. We introduce PowerStep, a memory-efficient optimizer that achieves coordinate-wise adaptivity without storing second-moment statistics. Motivated by steepest descent under an ell_p-norm geometry, we show that applying a nonlinear transform directly to a momentum buffer yields coordinate-wise adaptivity. We prove that PowerStep converges at the optimal O(1/T) rate for non-convex stochastic optimization. Extensive experiments on Transformer models ranging from 124M to 235B parameters demonstrate that PowerStep matches Adam's convergence speed while halving optimizer memory. Furthermore, when combined with aggressive int8 quantization, PowerStep remains numerically stable and reduces optimizer memory by sim!8times compared to full-precision Adam. PowerStep thus provides a principled, scalable and resource-efficient alternative for large-scale training. Code is available at https://github.com/yaolubrain/PowerStep.

Large language models (LLMs) are notoriously memory-intensive during training, particularly with the popular AdamW optimizer. This memory burden necessitates using more or higher-end GPUs or reducing batch sizes, limiting training scalability and throughput. To address this, various memory-efficient optimizers have been proposed to reduce optimizer memory usage. However, they face critical challenges: (i) reliance on costly SVD operations; (ii) significant performance trade-offs compared to AdamW; and (iii) still substantial optimizer memory overhead to maintain competitive performance. In this work, we identify that AdamW's learning rate adaptation rule can be effectively coarsened as a structured learning rate update. Based on this insight, we propose Approximated Gradient Scaling for Memory-Efficient LLM Optimization (APOLLO), which approximates learning rate scaling using an auxiliary low-rank optimizer state based on pure random projection. This structured learning rate update rule makes APOLLO highly tolerant to further memory reductions while delivering comparable pre-training performance. Even its rank-1 variant, APOLLO-Mini, achieves superior pre-training performance compared to AdamW with SGD-level memory costs. Extensive experiments demonstrate that the APOLLO series performs on-par with or better than AdamW, while achieving greater memory savings by nearly eliminating the optimization states of AdamW. These savings provide significant system-level benefits: (1) Enhanced Throughput: 3x throughput on an 8xA100-80GB setup compared to AdamW by supporting 4x larger batch sizes. (2) Improved Model Scalability: Pre-training LLaMA-13B with naive DDP on A100-80GB GPUs without system-level optimizations. (3) Low-End GPU Friendly Pre-training: Pre-training LLaMA-7B on a single GPU using less than 12 GB of memory with weight quantization.

We show that training a single d-dimensional steering vector per layer with reinforcement learning, while freezing all base weights, matches the accuracy of fully RL-tuned reasoning models on mathematical-reasoning tasks. On an 8 billion-parameter model this adds only approx 0.0016% additional parameters and reproduces performance across a range of base models and mathematical-reasoning benchmarks. These results tighten the upper bound on the parameter budget required for high-level chain-of-thought reasoning, indicating that millions of adapter weights are unnecessary. The minimal trainable footprint reduces optimizer memory and inter-GPU communication, lowering the overall cost of fine-tuning. Moreover, a logit-lens analysis shows that the learned vectors amplify coherent token directions, providing clearer insight into the model's internal computations.

Large Language Models (LLMs) have shown remarkable performance across various tasks, but the escalating demands on computational resources pose significant challenges, particularly in the extensive utilization of full fine-tuning for downstream tasks. To address this, parameter-efficient fine-tuning (PEFT) methods have been developed, but they often underperform compared to full fine-tuning and struggle with memory efficiency. In this work, we introduce Gradient Weight-Normalized Low-Rank Projection (GradNormLoRP), a novel approach that enhances both parameter and memory efficiency while maintaining comparable performance to full fine-tuning. GradNormLoRP normalizes the weight matrix to improve gradient conditioning, facilitating better convergence during optimization. Additionally, it applies low-rank approximations to the weight and gradient matrices, significantly reducing memory usage during training. Extensive experiments demonstrate that our 8-bit GradNormLoRP reduces optimizer memory usage by up to 89.5% and enables the pre-training of large LLMs, such as LLaMA 7B, on consumer-level GPUs like the NVIDIA RTX 4090, without additional inference costs. Moreover, GradNormLoRP outperforms existing low-rank methods in fine-tuning tasks. For instance, when fine-tuning the RoBERTa model on all GLUE tasks with a rank of 8, GradNormLoRP achieves an average score of 80.65, surpassing LoRA's score of 79.23. These results underscore GradNormLoRP as a promising alternative for efficient LLM pre-training and fine-tuning. Source code: https://github.com/Jhhuangkay/Gradient-Weight-normalized-Low-rank-Projection-for-Efficient-LLM-Training

Large Language Models (LLMs) have demonstrated remarkable success across various domains, yet their optimization remains a significant challenge due to the complex and high-dimensional loss landscapes they inhabit. While adaptive optimizers such as AdamW are widely used, they suffer from critical limitations, including an inability to capture interdependencies between coordinates and high memory consumption. Subsequent research, exemplified by SOAP, attempts to better capture coordinate interdependence but incurs greater memory overhead, limiting scalability for massive LLMs. An alternative approach aims to reduce memory consumption through low-dimensional projection, but this leads to substantial approximation errors, resulting in less effective optimization (e.g., in terms of per-token efficiency). In this paper, we propose COSMOS, a novel hybrid optimizer that leverages the varying importance of eigensubspaces in the gradient matrix to achieve memory efficiency without compromising optimization performance. The design of COSMOS is motivated by our empirical insights and practical considerations. Specifically, COSMOS applies SOAP to the leading eigensubspace, which captures the primary optimization dynamics, and MUON to the remaining eigensubspace, which is less critical but computationally expensive to handle with SOAP. This hybrid strategy significantly reduces memory consumption while maintaining robust optimization performance, making it particularly suitable for massive LLMs. Numerical experiments on various datasets and transformer architectures are provided to demonstrate the effectiveness of COSMOS. Our code is available at https://github.com/lliu606/COSMOS.

The vast majority of modern deep learning models are trained with momentum-based first-order optimizers. The momentum term governs the optimizer's memory by determining how much each past gradient contributes to the current convergence direction. Fundamental momentum methods, such as Nesterov Accelerated Gradient and the Heavy Ball method, as well as more recent optimizers such as AdamW and Lion, all rely on the momentum coefficient that is customarily set to β= 0.9 and kept constant during model training, a strategy widely used by practitioners, yet suboptimal. In this paper, we introduce an adaptive memory mechanism that replaces constant momentum with a dynamic momentum coefficient that is adjusted online during optimization. We derive our method by approximating the objective function using two planes: one derived from the gradient at the current iterate and the other obtained from the accumulated memory of the past gradients. To the best of our knowledge, such a proximal framework was never used for momentum-based optimization. Our proposed approach is novel, extremely simple to use, and does not rely on extra assumptions or hyperparameter tuning. We implement adaptive memory variants of both SGD and AdamW across a wide range of learning tasks, from simple convex problems to large-scale deep learning scenarios, demonstrating that our approach can outperform standard SGD and Adam with hand-tuned momentum coefficients. Finally, our work opens doors for new ways of inducing adaptivity in optimization.

Large language model (LLM) training and finetuning are often bottlenecked by limited GPU memory. While existing projection-based optimization methods address this by projecting gradients into a lower-dimensional subspace to reduce optimizer state memory, they typically rely on dense projection matrices, which can introduce computational and memory overheads. In this work, we propose Grass (GRAdient Stuctured Sparsification), a novel approach that leverages sparse projections to transform gradients into structured sparse updates. This design not only significantly reduces memory usage for optimizer states but also minimizes gradient memory footprint, computation, and communication costs, leading to substantial throughput improvements. Extensive experiments on pretraining and finetuning tasks demonstrate that Grass achieves competitive performance to full-rank training and existing projection-based methods. Notably, Grass enables half-precision pretraining of a 13B parameter LLaMA model on a single 40GB A100 GPU--a feat infeasible for previous methods--and yields up to a 2times throughput improvement on an 8-GPU system. Code can be found at https://github.com/aashiqmuhamed/GRASS .

The AdamW optimizer, while standard for LLM pretraining, is a critical memory bottleneck, consuming optimizer states equivalent to twice the model's size. Although light-state optimizers like SinkGD attempt to address this issue, we identify the embedding layer dilemma: these methods fail to handle the sparse, high-variance gradients inherent to embeddings, forcing a hybrid design that reverts to AdamW and partially negates the memory gains. We propose SAGE (Sign Adaptive GradiEnt), a novel optimizer that resolves this dilemma by replacing AdamW in this hybrid structure. SAGE combines a Lion-style update direction with a new, memory-efficient O(d) adaptive scale. This scale acts as a "safe damper," provably bounded by 1.0, which tames high-variance dimensions more effectively than existing methods. This superior stability allows SAGE to achieve better convergence. On Llama models up to 1.3B parameters, our SAGE-based hybrid achieves new state-of-the-art perplexity, outperforming all baselines, including SinkGD hybrid, while significantly reducing optimizer state memory.

We introduce two complementary techniques for efficient adaptive optimization that reduce memory requirements while accelerating training of large-scale neural networks. The first technique, Subset-Norm adaptive step size, generalizes AdaGrad-Norm and AdaGrad(-Coordinate) by reducing the second moment term's memory footprint from O(d) to O(d) through step-size sharing, where d is the model size. For non-convex smooth objectives under coordinate-wise sub-gaussian gradient noise, we prove a noise-adapted high-probability convergence guarantee showing improved dimensional dependence over existing methods. Our second technique, Subspace-Momentum, reduces the momentum state's memory footprint by operating in a low-dimensional subspace while applying standard SGD in the orthogonal complement. We establish high-probability convergence rates under similar relaxed assumptions. Empirical evaluation on LLaMA models from 60M to 1B parameters demonstrates the effectiveness of our methods, where combining subset-norm with subspace-momentum achieves Adam's validation perplexity in approximately half the training tokens (6.8B vs 13.1B) while using only 20% of the Adam's optimizer-states memory footprint and requiring minimal additional hyperparameter tuning.

In large-scale optimization, the cheapness and effectiveness of update steps are the most crucial factors for a successful optimizer. Sign-based optimizers like Lion or Signum produce cheap per-step updates, whereas Muon's spectral matrix-sign update gives a much stronger direction at a substantially higher per-step cost. In this work, we propose LionMuon, which retains the effectiveness of Muon steps while considerably cutting the averaged iteration cost, similar to sign-based methods. It alternates between Lion's and Muon's updates on a fixed period P, sharing a single dual-EMA momentum buffer between them. The optimizer state memory therefore matches Lion and is exactly half of AdamW's. A simpler single-EMA variant, SignMuon, by itself already outperforms pure Muon. At P = 2, LionMuon Pareto-dominates Muon, Lion, Signum, and AdamW on every dataset and architecture we tested at 124M model size, reaching lower validation loss at lower compute, and the same advantage persists at 355M and 720M scale. On the theory side, we prove sharp complexity bounds under heavy-tailed noise which are governed by period-averaged smoothness and noise that interpolate between Muon's and Lion's constants. These bounds predict the compute-optimal period and the conditions under which LionMuon outruns Muon and Lion. Code: https://github.com/brain-lab-research/lion-muon

Large Language Models (LLMs) have revolutionized Natural Language Processing (NLP) but demand massive GPU resources for training. Lowering the threshold for LLMs training would encourage greater participation from researchers, benefiting both academia and society. While existing approaches have focused on parameter-efficient fine-tuning, which tunes or adds a small number of parameters, few have addressed the challenge of tuning the full parameters of LLMs with limited resources. In this work, we propose a new optimizer, LOw-Memory Optimization (LOMO), which fuses the gradient computation and the parameter update in one step to reduce memory usage. By integrating LOMO with existing memory saving techniques, we reduce memory usage to 10.8% compared to the standard approach (DeepSpeed solution). Consequently, our approach enables the full parameter fine-tuning of a 65B model on a single machine with 8 RTX 3090, each with 24GB memory.

Quantization has significantly improved the compute and memory efficiency of Large Language Model (LLM) training. However, existing approaches still rely on accumulating their updates in high-precision: concretely, gradient updates must be applied to a high-precision weight buffer, known as master weights. This buffer introduces substantial memory overhead, particularly for Sparse Mixture of Experts (SMoE) models, where model parameters and optimizer states dominate memory usage. To address this, we introduce the Error-Compensating Optimizer (ECO), which eliminates master weights by applying updates directly to quantized parameters. ECO quantizes weights after each step and carefully injects the resulting quantization error into the optimizer momentum, forming an error-feedback loop with no additional memory. We prove that, under standard assumptions and a decaying learning rate, ECO converges to a constant-radius neighborhood of the optimum, while naive master-weight removal can incur an error that is inversely proportional to the learning rate. We show empirical results for pretraining small Transformers (30-800M), a Gemma-3 1B model, and a 2.1B parameter Sparse MoE model with FP8 quantization, and fine-tuning DeepSeek-MoE-16B in INT4 precision. Throughout, ECO matches baselines with master weights up to near-lossless accuracy, significantly shifting the static memory vs validation loss Pareto frontier.

Large language models (LLMs) have demonstrated remarkable success across diverse artificial intelligence tasks, driven by scaling laws that correlate model size and training data with performance improvements. However, this scaling paradigm incurs substantial memory overhead, creating significant challenges for both training and inference. While existing research has primarily addressed parameter and optimizer state memory reduction, activation memory-particularly from feed-forward networks (FFNs)-has become the critical bottleneck, especially when FlashAttention is implemented. In this work, we conduct a detailed memory profiling of LLMs and identify FFN activations as the predominant source to activation memory overhead. Motivated by this, we introduce Mixture-of-Channels (MoC), a novel FFN architecture that selectively activates only the Top-K most relevant channels per token determined by SwiGLU's native gating mechanism. MoC substantially reduces activation memory during pre-training and improves inference efficiency by reducing memory access through partial weight loading into GPU SRAM. Extensive experiments validate that MoC delivers significant memory savings and throughput gains while maintaining competitive model performance.

In this work, we question the necessity of adaptive gradient methods for training deep neural networks. SGD-SaI is a simple yet effective enhancement to stochastic gradient descent with momentum (SGDM). SGD-SaI performs learning rate Scaling at Initialization (SaI) to distinct parameter groups, guided by their respective gradient signal-to-noise ratios (g-SNR). By adjusting learning rates without relying on adaptive second-order momentum, SGD-SaI helps prevent training imbalances from the very first iteration and cuts the optimizer's memory usage by half compared to AdamW. Despite its simplicity and efficiency, SGD-SaI consistently matches or outperforms AdamW in training a variety of Transformer-based tasks, effectively overcoming a long-standing challenge of using SGD for training Transformers. SGD-SaI excels in ImageNet-1K classification with Vision Transformers(ViT) and GPT-2 pretraining for large language models (LLMs, transformer decoder-only), demonstrating robustness to hyperparameter variations and practicality for diverse applications. We further tested its robustness on tasks like LoRA fine-tuning for LLMs and diffusion models, where it consistently outperforms state-of-the-art optimizers. From a memory efficiency perspective, SGD-SaI achieves substantial memory savings for optimizer states, reducing memory usage by 5.93 GB for GPT-2 (1.5B parameters) and 25.15 GB for Llama2-7B compared to AdamW in full-precision training settings.

The Muon optimizer has emerged as a compelling alternative to Adam for training large language models, achieving remarkable computational savings through gradient orthogonalization. However, Muon's optimizer state is more sensitive to quantization errors: because the orthogonalization discards the magnitudes of singular values and retains only directional information, even small quantization errors in singular vector directions are amplified in the update. In this work, we propose MuonQ, a low-bit Muon training framework built on the principle of directional fidelity optimization. First, we apply a pre-quantization normalization so that each step introduces quantization errors of the same magnitude, preventing the accumulated error from developing a preferred direction. Second, we introduce a structural decomposition that separately quantizes the dominant singular components via power iteration, ensuring that quantization errors perturb only singular value magnitudes rather than rotating singular vector directions. Third, we adopt μ-law companding quantization to allocate higher resolution to densely packed momentum values, shifting the quantization objective from outlier preservation to dense-region distinguishability. Together, these techniques enable stable 4-bit quantization of Muon's optimizer states. Pre-training experiments on GPT-style and LLaMA-style models demonstrate that MuonQ at 4-bit precision closely matches full-precision Muon in both training loss and downstream task accuracy, while reducing optimizer state memory by up to 7.3 times. Our code is available at https://github.com/YupengSu/MuonQ.

Gradient signals in LLM training are highly anisotropic: recurrent linguistic structure concentrates energy into a small set of dominant spectral directions, while context specific information resides in a long tail. We show that this spike tail separation persists throughout training, with the spike occupying only about 1.5% of directions yet dominating optimizer statistics. This dominance suppresses tail learning by contracting tail updates through second moment normalization and tightening the globally stable learning rate bound. Motivated by this analysis, we propose Spectra, a spike aware optimizer that suppresses the dominant low rank spike subspace without amplifying the noise sensitive spectral tail. Spectra tracks the spike subspace via cached, warm started power iteration and applies low rank spectral shaping with negligible overhead and substantially reduced optimizer state memory. On LLaMA3 8B trained on 50B tokens, Spectra reaches the same target loss 30% faster than AdamW, reduces per step end to end overhead by 0.7%, cuts optimizer state memory by 49.25%, and improves average downstream accuracy by 1.62%. Compared to Muon, Spectra is 5.1x faster in optimizer processing time, achieves a lower final loss, and improves average accuracy by 0.66%.

We propose SMMF (Square-Matricized Momentum Factorization), a memory-efficient optimizer that reduces the memory requirement of the widely used adaptive learning rate optimizers, such as Adam, by up to 96%. SMMF enables flexible and efficient factorization of an arbitrary rank (shape) of the first and second momentum tensors during optimization, based on the proposed square-matricization and one-time single matrix factorization. From this, it becomes effectively applicable to any rank (shape) of momentum tensors, i.e., bias, matrix, and any rank-d tensors, prevalent in various deep model architectures, such as CNNs (high rank) and Transformers (low rank), in contrast to existing memory-efficient optimizers that applies only to a particular (rank-2) momentum tensor, e.g., linear layers. We conduct a regret bound analysis of SMMF, which shows that it converges similarly to non-memory-efficient adaptive learning rate optimizers, such as AdamNC, providing a theoretical basis for its competitive optimization capability. In our experiment, SMMF takes up to 96% less memory compared to state-of-the-art memory efficient optimizers, e.g., Adafactor, CAME, and SM3, while achieving comparable model performance on various CNN and Transformer tasks.

This work presents BAdam, an optimizer that leverages the block coordinate optimization framework with Adam as the inner solver. BAdam offers a memory efficient approach to the full parameter finetuning of large language models and reduces running time of the backward process thanks to the chain rule property. Experimentally, we apply BAdam to instruction-tune the Llama 2-7B model on the Alpaca-GPT4 dataset using a single RTX3090-24GB GPU. The results indicate that BAdam exhibits superior convergence behavior in comparison to LoRA and LOMO. Furthermore, our downstream performance evaluation of the instruction-tuned models using the MT-bench shows that BAdam modestly surpasses LoRA and more substantially outperforms LOMO. Finally, we compare BAdam with Adam on a medium-sized task, i.e., finetuning RoBERTa-large on the SuperGLUE benchmark. The results demonstrate that BAdam is capable of narrowing the performance gap with Adam. Our code is available at https://github.com/Ledzy/BAdam.

Optimization plays a costly and crucial role in developing machine learning systems. In learned optimizers, the few hyperparameters of commonly used hand-designed optimizers, e.g. Adam or SGD, are replaced with flexible parametric functions. The parameters of these functions are then optimized so that the resulting learned optimizer minimizes a target loss on a chosen class of models. Learned optimizers can both reduce the number of required training steps and improve the final test loss. However, they can be expensive to train, and once trained can be expensive to use due to computational and memory overhead for the optimizer itself. In this work, we identify and quantify the design features governing the memory, compute, and performance trade-offs for many learned and hand-designed optimizers. We further leverage our analysis to construct a learned optimizer that is both faster and more memory efficient than previous work. Our model and training code are open source.

FP8 training has emerged as a promising method for improving training efficiency. Existing frameworks accelerate training by applying FP8 computation to linear layers while leaving optimizer states and activations in higher precision, which fails to fully optimize memory usage. This paper introduces COAT (Compressing Optimizer States and Activations for FP8 Training), a novel FP8 training framework designed to significantly reduce memory footprint when training large models. COAT addresses current limitations through two key innovations: (1) Dynamic Range Expansion, which aligns optimizer state distributions more closely with the FP8 representation range, thereby reducing quantization error, and (2) Mixed-Granularity Activation Quantization, which optimizes activation memory using a combination of per-tensor and per-group quantization strategies. Experiments demonstrate that COAT effectively reduces end-to-end training memory footprint by 1.54x compared to BF16 while achieving nearly lossless performance across various tasks, such as Large Language Model pretraining and fine-tuning and Vision Language Model training. COAT also achieves a 1.43x end-to-end training speedup compared to BF16, performing on par with or surpassing TransformerEngine's speedup. COAT enables efficient full-parameter training of large models on fewer GPUs, and facilitates doubling the batch size in distributed training settings, providing a practical solution for scaling large-scale model training. The code is available at https://github.com/NVlabs/COAT.

Optimizer states are a major source of memory consumption for training neural networks, limiting the maximum trainable model within given memory budget. Compressing the optimizer states from 32-bit floating points to lower bitwidth is promising to reduce the training memory footprint, while the current lowest achievable bitwidth is 8-bit. In this work, we push optimizer states bitwidth down to 4-bit through a detailed empirical analysis of first and second moments. Specifically, we find that moments have complicated outlier patterns, that current block-wise quantization cannot accurately approximate. We use a smaller block size and propose to utilize both row-wise and column-wise information for better quantization. We further identify a zero point problem of quantizing the second moment, and solve this problem with a linear quantizer that excludes the zero point. Our 4-bit optimizers are evaluated on a wide variety of benchmarks including natural language understanding, machine translation, image classification, and instruction tuning. On all the tasks our optimizers can achieve comparable accuracy with their full-precision counterparts, while enjoying better memory efficiency.

Adaptive gradient-based optimizers, particularly Adam, have left their mark in training large-scale deep learning models. The strength of such optimizers is that they exhibit fast convergence while being more robust to hyperparameter choice. However, they often generalize worse than non-adaptive methods. Recent studies have tied this performance gap to flat minima selection: adaptive methods tend to find solutions in sharper basins of the loss landscape, which in turn hurts generalization. To overcome this issue, we propose a new memory-augmented version of Adam that promotes exploration towards flatter minima by using a buffer of critical momentum terms during training. Intuitively, the use of the buffer makes the optimizer overshoot outside the basin of attraction if it is not wide enough. We empirically show that our method improves the performance of several variants of Adam on standard supervised language modelling and image classification tasks.

Lowering the memory requirement in full-parameter training on large models has become a hot research area. MeZO fine-tunes the large language models (LLMs) by just forward passes in a zeroth-order SGD optimizer (ZO-SGD), demonstrating excellent performance with the same GPU memory usage as inference. However, the simulated perturbation stochastic approximation for gradient estimate in MeZO leads to severe oscillations and incurs a substantial time overhead. Moreover, without momentum regularization, MeZO shows severe over-fitting problems. Lastly, the perturbation-irrelevant momentum on ZO-SGD does not improve the convergence rate. This study proposes ZO-AdaMU to resolve the above problems by adapting the simulated perturbation with momentum in its stochastic approximation. Unlike existing adaptive momentum methods, we relocate momentum on simulated perturbation in stochastic gradient approximation. Our convergence analysis and experiments prove this is a better way to improve convergence stability and rate in ZO-SGD. Extensive experiments demonstrate that ZO-AdaMU yields better generalization for LLMs fine-tuning across various NLP tasks than MeZO and its momentum variants.

The Muon optimizer is consistently faster than Adam in training Large Language Models (LLMs), yet the mechanism underlying its success remains unclear. This paper demystifies this mechanism through the lens of associative memory. By ablating the transformer components optimized by Muon, we reveal that the associative memory parameters of LLMs, namely the Value and Output (VO) attention weights and Feed-Forward Networks (FFNs), are the primary contributors to Muon's superiority. Motivated by this associative memory view, we then explain Muon's superiority on real-world corpora, which are intrinsically heavy-tailed: a few classes (tail classes) appear far less frequently than others. The superiority is explained through two key properties: (i) its update rule consistently yields a more isotropic singular spectrum than Adam; and as a result, (ii) on heavy-tailed data, it optimizes tail classes more effectively than Adam. Beyond empirical evidence, we theoretically confirm these findings by analyzing a one-layer associative memory model under class-imbalanced data. We prove that Muon consistently achieves balanced learning across classes regardless of feature embeddings, whereas Adam can induce large disparities in learning errors depending on embedding properties. In summary, our empirical observations and theoretical analyses reveal Muon's core advantage: its update rule aligns with the outer-product structure of linear associative memories, enabling more balanced and effective learning of tail classes in heavy-tailed distributions than Adam.

Large deep learning models offer significant accuracy gains, but training billions to trillions of parameters is challenging. Existing solutions such as data and model parallelisms exhibit fundamental limitations to fit these models into limited device memory, while obtaining computation, communication and development efficiency. We develop a novel solution, Zero Redundancy Optimizer (ZeRO), to optimize memory, vastly improving training speed while increasing the model size that can be efficiently trained. ZeRO eliminates memory redundancies in data- and model-parallel training while retaining low communication volume and high computational granularity, allowing us to scale the model size proportional to the number of devices with sustained high efficiency. Our analysis on memory requirements and communication volume demonstrates: ZeRO has the potential to scale beyond 1 Trillion parameters using today's hardware. We implement and evaluate ZeRO: it trains large models of over 100B parameter with super-linear speedup on 400 GPUs, achieving throughput of 15 Petaflops. This represents an 8x increase in model size and 10x increase in achievable performance over state-of-the-art. In terms of usability, ZeRO can train large models of up to 13B parameters (e.g., larger than Megatron GPT 8.3B and T5 11B) without requiring model parallelism which is harder for scientists to apply. Last but not the least, researchers have used the system breakthroughs of ZeRO to create the world's largest language model (Turing-NLG, 17B parameters) with record breaking accuracy.

Large language models have achieved remarkable success, but their extensive parameter size necessitates substantial memory for training, thereby setting a high threshold. While the recently proposed low-memory optimization (LOMO) reduces memory footprint, its optimization technique, akin to stochastic gradient descent, is sensitive to hyper-parameters and exhibits suboptimal convergence, failing to match the performance of the prevailing optimizer for large language models, AdamW. Through empirical analysis of the Adam optimizer, we found that, compared to momentum, the adaptive learning rate is more critical for bridging the gap. Building on this insight, we introduce the low-memory optimization with adaptive learning rate (AdaLomo), which offers an adaptive learning rate for each parameter. To maintain memory efficiency, we employ non-negative matrix factorization for the second-order moment estimation in the optimizer state. Additionally, we suggest the use of a grouped update normalization to stabilize convergence. Our experiments with instruction-tuning and further pre-training demonstrate that AdaLomo achieves results on par with AdamW, while significantly reducing memory requirements, thereby lowering the hardware barrier to training large language models.

Training large language models (LLMs) typically relies on adaptive optimizers such as Adam, which require significant memory to maintain first- and second-moment matrices, known as optimizer states. While recent works such as GaLore, Fira, and APOLLO have proposed state-compressed variants to reduce memory consumption, a fundamental question remains: What is the minimal amount of optimizer state that is truly necessary to retain state-of-the-art performance in LLM pretraining? In this work, we systematically investigate this question using a bottom-up approach. We find that two memory- and compute-efficient optimization techniques are particularly effective: (1) column-wise gradient normalization significantly boosts the performance of plain SGD without requiring momentum; and (2) adding first-order momentum only to the output layer - where gradient variance is highest - yields performance competitive with fully adaptive methods such as Muon. Based on these insights, we propose SCALE (Stochastic Column-normalized Last-layer Momentum), a new optimizer that combines column-normalized SGD with last-layer momentum, where column normalization refers to normalizing the gradient along the output dimension. Across multiple LLaMA models (60M-1B), SCALE matches or exceeds the performance of Adam while using only 35-45% of the total memory. It also consistently outperforms memory-efficient optimizers such as GaLore, Fira, and APOLLO, making it a strong candidate for large-scale pretraining under memory constraints. For the LLaMA 7B model, SCALE outperforms the state-of-the-art method APOLLO in terms of both perplexity and memory consumption. In addition, our method serves as a minimalist baseline for more sophisticated optimizer design.

With the increase in the number of parameters in large language models, the process of pre-training and fine-tuning increasingly demands larger volumes of GPU memory. A significant portion of this memory is typically consumed by the optimizer state. To overcome this challenge, recent approaches such as low-rank adaptation (LoRA (Hu et al., 2021)), low-rank gradient projection (GaLore (Zhao et al., 2024)), and blockwise optimization (BAdam (Luo et al., 2024)) have been proposed. However, in all these algorithms, the effective rank of the weight updates remains low-rank, which can lead to a substantial loss of information from the gradient. This loss can be critically important, especially during the pre-training stage. In this paper, we introduce FRUGAL (Full-Rank Updates with GrAdient spLitting), a new memory-efficient optimization framework. FRUGAL leverages gradient splitting to perform low-dimensional updates using advanced algorithms (such as Adam), while updates along the remaining directions are executed via state-free methods like SGD or signSGD (Bernstein et al., 2018). Our framework can be integrated with various low-rank update selection techniques, including GaLore and BAdam. We provide theoretical convergence guarantees for our framework when using SGDM for low-dimensional updates and SGD for state-free updates. Additionally, our method consistently outperforms concurrent approaches across various fixed memory budgets, achieving state-of-the-art results in pre-training and fine-tuning tasks while balancing memory efficiency and performance metrics.

We present Echo-Memory, a controlled study of memory mechanisms in action-conditioned world models. These models generate multi-segment videos from a first frame, text prompt, and camera-action sequence, but their central failure is often memory rather than local image synthesis: after the camera leaves and returns, the scene or salient object may silently change. Existing memory designs are hard to compare because gains are entangled with backbone, training, retrieval, and evaluation differences. Echo-Memory fixes the action-to-video interface and varies only how history is stored and read by the generator. Under a shared video diffusion backbone, optimizer, camera-action representation, sampler, and evaluation pipeline, we compare raw context, compression-based memory, spatial summaries with different read-out paths, and state-space recurrence. This matched matrix separates four otherwise conflated axes: capacity, compression, read-out, and recurrence. We also evaluate memory through a three-branch protocol: replay quality, in-domain loop revisit, and open-domain return probes. The branches routinely disagree, showing that replay fidelity is not a sufficient proxy for remembering a world. Three findings follow. Raw context is a strong capacity baseline and improves open-domain return far more than it improves replay metrics. Compactness is not a free substitute for capacity: aggressive spatial and hybrid-compression memories lose the salient evidence needed for return. Finally, block-wise state-space recurrence is the strongest open-domain return mechanism in our matrix, showing that the structure of implicit memory matters as much as the decision to use it. These results provide a compact protocol for studying memory in action world models beyond isolated replay metrics.

Recently, a wide range of memory-efficient LLM training algorithms have gained substantial popularity. These methods leverage the low-rank structure of gradients to project optimizer states into a subspace using projection matrix found by singular value decomposition (SVD). However, convergence of these algorithms is highly dependent on the update rules of their projection matrix. In this work, we provide the first convergence guarantee for arbitrary update rules of projection matrix. This guarantee is generally applicable to optimizers that can be analyzed with Hamiltonian Descent, including most common ones, such as LION, Adam. Inspired by our theoretical understanding, we propose Online Subspace Descent, a new family of subspace descent optimizer without SVD. Instead of updating the projection matrix with eigenvectors, Online Subspace Descent updates the projection matrix with online PCA. Online Subspace Descent is flexible and introduces only minimum overhead to training. We show that for the task of pretraining LLaMA models ranging from 60M to 7B parameters on the C4 dataset, Online Subspace Descent achieves lower perplexity and better downstream tasks performance than state-of-the-art low-rank training methods across different settings and narrows the gap with full-rank baselines.

Dynamic Sparse Training (DST) offers a promising paradigm for improving the training and inference efficiency of deep neural networks; however, we find that in large language model training, DST can suffer from optimization instability, manifested as loss spikes after topology updates. In this work, we show that the naive use of standard Adam-based optimizers leads to a cold-start issue for newly regrown parameters, resulting in excessively large updates and disrupted training dynamics. To address this issue, we propose Sparse Memory-Efficient Training (SMET), which stabilizes DST with optimizer warm-up and improves training progress through density-aware learning-rate scaling. SMET further reduces memory consumption by storing gradients and optimizer states only for active parameters. We provide a theoretical analysis of the update behaviors under SMET, showing improved optimization stability. Extensive experiments demonstrate that SMET enables stable, scalable, and memory-efficient sparse pre-training of LLMs, paving the way for sparse training as a practical alternative to dense training. Our code is publicly available at: https://github.com/QiaoXiao7282/SMET.

The growing prevalence of Large Language Models (LLMs) and their substantial memory requirements have prompted renewed interest in CPU offloading as a method to compensate for limited GPU memory. In particular, when CPU memory is leveraged to temporarily store intermediate states of LLMs, CPU memory becomes a new bottleneck and soon reaches the capacity limitation of commodity CPUs. In this work, we investigate the effectiveness of Compute Express Link (CXL) add-in card (AIC) memory as an extension to CPU memory, enabling larger model sizes and longer context lengths during fine-tuning. Through extensive benchmarking, this study quantifies the performance overhead introduced by transferring data between CXL memory, CPU, and GPUs, focusing on how concurrency and data volume influence bandwidth utilization and latency. This study also compares CPUbased optimizer steps when model parameters, gradients, and optimizer states reside in local memory versus CXL memory, revealing that naive adoption of CXL often degrades performance during the optimizer phase. To overcome these challenges, this study proposes a CXL-aware allocation to strategically partition CPU offloading workloads across both local and CXL memory. This study further demonstrates that employing multiple AICs significantly reduces bandwidth contention, thus improving scalability. Experimental results show that these optimizations enable efficient long-context LLM fine-tuning, underscoring CXL as a promising avenue for unlocking the full potential of CPU offloading in long-context LLM fine-tuning.

Adaptive gradient methods, such as Adam and LAMB, have demonstrated excellent performance in the training of large language models. Nevertheless, the need for adaptivity requires maintaining second-moment estimates of the per-parameter gradients, which entails a high cost of extra memory overheads. To solve this problem, several memory-efficient optimizers (e.g., Adafactor) have been proposed to obtain a drastic reduction in auxiliary memory usage, but with a performance penalty. In this paper, we first study a confidence-guided strategy to reduce the instability of existing memory efficient optimizers. Based on this strategy, we propose CAME to simultaneously achieve two goals: fast convergence as in traditional adaptive methods, and low memory usage as in memory-efficient methods. Extensive experiments demonstrate the training stability and superior performance of CAME across various NLP tasks such as BERT and GPT-2 training. Notably, for BERT pre-training on the large batch size of 32,768, our proposed optimizer attains faster convergence and higher accuracy compared with the Adam optimizer. The implementation of CAME is publicly available.

Fueled by their remarkable ability to tackle diverse tasks across multiple domains, large language models (LLMs) have grown at an unprecedented rate, with some recent models containing trillions of parameters. This growth is accompanied by substantial computational challenges, particularly regarding the memory and compute resources required for training and fine-tuning. Numerous approaches have been explored to address these issues, such as LoRA. While these methods are effective for fine-tuning, their application to pre-training is significantly more challenging due to the need to learn vast datasets. Motivated by this issue, we aim to address the following questions: Can parameter- or memory-efficient methods enhance pre-training efficiency while achieving performance comparable to full-model training? How can the performance gap be narrowed? To this end, the contributions of this work are the following. (1) We begin by conducting a comprehensive survey that summarizes state-of-the-art methods for efficient pre-training. (2) We perform a benchmark evaluation of several representative memory efficient pre-training approaches to comprehensively evaluate their performance across model sizes. We observe that with a proper choice of optimizer and hyperparameters, full-rank training delivers the best performance, as expected. We also notice that incorporating high-rank updates in low-rank approaches is the key to improving their performance. (3) Finally, we propose two practical techniques, namely weight refactorization and momentum reset, to enhance the performance of efficient pre-training methods. We observe that applying these techniques to the low-rank method (on a 1B model) can achieve a lower perplexity than popular memory efficient algorithms such as GaLore and Fira, while simultaneously using about 25% less memory.

Large language models (LLMs) face the challenges in fine-tuning and deployment due to their high memory demands and computational costs. While parameter-efficient fine-tuning (PEFT) methods aim to reduce the memory usage of the optimizer state during fine-tuning, the inherent size of pre-trained LLM weights continues to be a pressing concern. Even though quantization techniques are widely proposed to ease memory demands and accelerate LLM inference, most of these techniques are geared towards the deployment phase. To bridge this gap, this paper presents Parameter-Efficient and Quantization-aware Adaptation (PEQA) - a simple yet effective method that combines the advantages of PEFT with quantized LLMs. By updating solely the quantization scales, PEQA can be directly applied to quantized LLMs, ensuring seamless task transitions. Parallel to existing PEFT methods, PEQA significantly reduces the memory overhead associated with the optimizer state. Furthermore, it leverages the advantages of quantization to substantially reduce model sizes. Even after fine-tuning, the quantization structure of a PEQA-tuned LLM remains intact, allowing for accelerated inference on the deployment stage. We employ PEQA-tuning for task-specific adaptation on LLMs with up to 65 billion parameters. To assess the logical reasoning and language comprehension of PEQA-tuned LLMs, we fine-tune low-bit quantized LLMs using a instruction dataset. Our results show that even when LLMs are quantized to below 4-bit precision, their capabilities in language modeling, few-shot in-context learning, and comprehension can be resiliently restored to (or even improved over) their full-precision original performances with PEQA.

Adam is the go-to optimizer for training modern machine learning models, but it requires additional memory to maintain the moving averages of the gradients and their squares. While various low-memory optimizers have been proposed that sometimes match the performance of Adam, their lack of reliability has left Adam as the default choice. In this work, we apply a simple layer-wise Signal-to-Noise Ratio (SNR) analysis to quantify when second-moment tensors can be effectively replaced by their means across different dimensions. Our SNR analysis reveals how architecture, training hyperparameters, and dataset properties impact compressibility along Adam's trajectory, naturally leading to SlimAdam, a memory-efficient Adam variant. SlimAdam compresses the second moments along dimensions with high SNR when feasible, and leaves when compression would be detrimental. Through experiments across a diverse set of architectures and training scenarios, we show that SlimAdam matches Adam's performance and stability while saving up to 98% of total second moments. Code for SlimAdam is available at https://github.com/dayal-kalra/low-memory-adam.

Transformers and large language models~(LLMs) have seen rapid adoption in all domains. Their sizes have exploded to hundreds of billions of parameters and keep increasing. Under these circumstances, the training of transformers is very expensive and often hits a ``memory wall'', i.e., even when using 3D parallelism (pipeline, tensor, data) and aggregating the memory of many GPUs, it is still not enough to hold the necessary data structures (model parameters, optimizer state, gradients, activations) in GPU memory. To compensate, state-of-the-art approaches offload the optimizer state, at least partially, to the host memory and perform hybrid CPU-GPU computations. However, the management of the combined host-GPU memory is often suboptimal and results in poor overlapping between data movements and computations. This leads to missed opportunities to simultaneously leverage the interconnect bandwidth and computational capabilities of CPUs and GPUs. In this paper, we leverage a key observation that the interleaving of the forward, backward and update phases generate fluctuations in the GPU memory utilization, which can be exploited to dynamically move a part of the optimizer state between the host and the GPU memory at each iteration. To this end, we design and implement \proj, a novel technique to split the LLM into subgroups, whose update phase is scheduled on either the CPU or the GPU based on our proposed performance model that addresses the trade-off between data movement cost, acceleration on the GPUs vs the CPUs, and competition for shared resources. We integrate our approach with DeepSpeed and demonstrate 2.5times faster iterations over state-of-the-art approaches using extensive experiments.

In this empirical article, we introduce INNAprop, an optimization algorithm that combines the INNA method with the RMSprop adaptive gradient scaling. It leverages second-order information and rescaling while keeping the memory requirements of standard DL methods as AdamW or SGD with momentum.After having recalled our geometrical motivations, we provide quite extensive experiments. On image classification (CIFAR-10, ImageNet) and language modeling (GPT-2), INNAprop consistently matches or outperforms AdamW both in training speed and accuracy, with minimal hyperparameter tuning in large-scale settings. Our code is publicly available at https://github.com/innaprop/innaprop.

Second-order optimizers, maintaining a matrix termed a preconditioner, are superior to first-order optimizers in both theory and practice. The states forming the preconditioner and its inverse root restrict the maximum size of models trained by second-order optimizers. To address this, compressing 32-bit optimizer states to lower bitwidths has shown promise in reducing memory usage. However, current approaches only pertain to first-order optimizers. In this paper, we propose the first 4-bit second-order optimizers, exemplified by 4-bit Shampoo, maintaining performance similar to that of 32-bit ones. We show that quantizing the eigenvector matrix of the preconditioner in 4-bit Shampoo is remarkably better than quantizing the preconditioner itself both theoretically and experimentally. By rectifying the orthogonality of the quantized eigenvector matrix, we enhance the approximation of the preconditioner's eigenvector matrix, which also benefits the computation of its inverse 4-th root. Besides, we find that linear square quantization slightly outperforms dynamic tree quantization when quantizing second-order optimizer states. Evaluation on various networks for image classification demonstrates that our 4-bit Shampoo achieves comparable test accuracy to its 32-bit counterpart while being more memory-efficient. The source code will be made available.

Long-term memory enables large language model agents to tackle complex tasks through historical interactions. However, existing frameworks encounter a fundamental dilemma between compressing redundant information efficiently and maintaining precise retrieval for downstream tasks. To bridge this gap, we propose MemFly, a framework grounded in information bottleneck principles that facilitates on-the-fly memory evolution for LLMs. Our approach minimizes compression entropy while maximizing relevance entropy via a gradient-free optimizer, constructing a stratified memory structure for efficient storage. To fully leverage MemFly, we develop a hybrid retrieval mechanism that seamlessly integrates semantic, symbolic, and topological pathways, incorporating iterative refinement to handle complex multi-hop queries. Comprehensive experiments demonstrate that MemFly substantially outperforms state-of-the-art baselines in memory coherence, response fidelity, and accuracy.

Recently, various distributed strategies for large language model training have been proposed. However, these methods provided limited solutions for the trade-off between memory consumption and communication cost. In this paper, we rethink the impact of memory consumption and communication costs on the training speed of large language models, and propose a memory-communication balanced strategy set Partial Redundancy Optimizer (PaRO). PaRO provides comprehensive options which reduces the amount and frequency of inter-group communication with minor memory redundancy by fine-grained sharding strategy, thereby improving the training efficiency in various training scenarios. Additionally, we propose a Hierarchical Overlapping Ring (HO-Ring) communication topology to enhance communication efficiency between nodes or across switches in large language model training. Our experiments demonstrate that PaRO significantly improves training throughput by 1.19x-2.50x compared to the SOTA method and achieves a near-linear scalability. The HO-Ring algorithm improves communication efficiency by 36.5% compared to the traditional Ring algorithm.

Large language models (LLMs) have shown impressive performance across a range of natural language processing tasks. However, their vast number of parameters introduces significant memory challenges during training, particularly when using memory-intensive optimizers like Adam. Existing memory-efficient algorithms often rely on techniques such as singular value decomposition projection or weight freezing. While these approaches help alleviate memory constraints, they generally produce suboptimal results compared to full-rank updates. In this paper, we investigate the memory-efficient method beyond low-rank training, proposing a novel solution called Gradient Wavelet Transform (GWT), which applies wavelet transforms to gradients in order to significantly reduce the memory requirements for maintaining optimizer states. We demonstrate that GWT can be seamlessly integrated with memory-intensive optimizers, enabling efficient training without sacrificing performance. Through extensive experiments on both pre-training and fine-tuning tasks, we show that GWT achieves state-of-the-art performance compared with advanced memory-efficient optimizers and full-rank approaches in terms of both memory usage and training performance.

Traditional optimization methods rely on the use of single-precision floating point arithmetic, which can be costly in terms of memory size and computing power. However, mixed precision optimization techniques leverage the use of both single and half-precision floating point arithmetic to reduce memory requirements while maintaining model accuracy. We provide here an algorithm to further reduce memory usage during the training of a model by getting rid of the floating point copy of the parameters, virtually keeping only half-precision numbers. We also explore the benefits of getting rid of the gradient's value by executing the optimizer step during the back-propagation. In practice, we achieve up to 25% lower peak memory use and 15% faster training while maintaining the same level of accuracy.

The pre-trained model (PTM) is revolutionizing Artificial Intelligence (AI) technology. However, the hardware requirement of PTM training is prohibitively high, making it a game for a small proportion of people. Therefore, we proposed PatrickStar system to lower the hardware requirements of PTMs and make them accessible to everyone. PatrickStar uses the CPU-GPU heterogeneous memory space to store the model data. Different from existing works, we organize the model data in memory chunks and dynamically distribute them in the heterogeneous memory. Guided by the runtime memory statistics collected in a warm-up iteration, chunks are orchestrated efficiently in heterogeneous memory and generate lower CPU-GPU data transmission volume and higher bandwidth utilization. Symbiosis with the Zero Redundancy Optimizer, PatrickStar scales to multiple GPUs on multiple nodes. % using data parallelism. The system can train tasks on bigger models and larger batch sizes, which cannot be accomplished by existing works. Experimental results show that PatrickStar extends model scales 2.27 and 2.5 times of DeepSpeed, and consistently exhibits significantly higher execution speed. PatricStar also successfully runs the 175B GPT3 training task on a 32 GPU cluster. Our code is publicly available at https://github.com/Tencent/PatrickStar.

The vast majority of successful deep neural networks are trained using variants of stochastic gradient descent (SGD) algorithms. Recent attempts to improve SGD can be broadly categorized into two approaches: (1) adaptive learning rate schemes, such as AdaGrad and Adam, and (2) accelerated schemes, such as heavy-ball and Nesterov momentum. In this paper, we propose a new optimization algorithm, Lookahead, that is orthogonal to these previous approaches and iteratively updates two sets of weights. Intuitively, the algorithm chooses a search direction by looking ahead at the sequence of fast weights generated by another optimizer. We show that Lookahead improves the learning stability and lowers the variance of its inner optimizer with negligible computation and memory cost. We empirically demonstrate Lookahead can significantly improve the performance of SGD and Adam, even with their default hyperparameter settings on ImageNet, CIFAR-10/100, neural machine translation, and Penn Treebank.

Large language model agents rely on specialized memory systems to accumulate and reuse knowledge during extended interactions. Recent architectures typically adopt a fixed memory design tailored to specific domains, such as semantic retrieval for conversations or skills reused for coding. However, a memory system optimized for one purpose frequently fails to transfer to others. To address this limitation, we introduce M^star, a method that automatically discovers task-optimized memory harnesses through executable program evolution. Specifically, M^star models an agent memory system as a memory program written in Python. This program encapsulates the data Schema, the storage Logic, and the agent workflow Instructions. We optimize these components jointly using a reflective code evolution method; this approach employs a population-based search strategy and analyzes evaluation failures to iteratively refine the candidate programs. We evaluate M^star on four distinct benchmarks spanning conversation, embodied planning, and expert reasoning. Our results demonstrate that M^star improves performance over existing fixed-memory baselines robustly across all evaluated tasks. Furthermore, the evolved memory programs exhibit structurally distinct processing mechanisms for each domain. This finding indicates that specializing the memory mechanism for a given task explores a broad design space and provides a superior solution compared to general-purpose memory paradigms.

Standard mixed-precision training of neural networks requires many bytes of accelerator memory for each model parameter. These bytes reflect not just the parameter itself, but also its gradient and one or more optimizer state variables. With each of these values typically requiring 4 bytes, training even a 7 billion parameter model can be impractical for researchers with less than 100GB of accelerator memory. We introduce FlashOptim, a suite of optimizations that reduces per-parameter memory by over 50% while preserving model quality and API compatibility. Our approach introduces two key techniques. First, we improve master weight splitting by finding and exploiting a tight bound on its quantization error. Second, we design companding functions that greatly reduce the error in 8-bit optimizer state quantization. Together with 16-bit gradients, these techniques reduce AdamW memory from 16 bytes to 7 bytes per parameter, or 5 bytes with gradient release. They also cut model checkpoint sizes by more than half. Experiments with FlashOptim applied to SGD, AdamW, and Lion show no measurable quality degradation on any task from a collection of standard vision and language benchmarks, including Llama-3.1-8B finetuning.

The Muon optimizer, based on matrix orthogonalization, has recently shown faster convergence and up to 2x computational efficiency over AdamW in LLM pretraining. Like AdamW, Muon is stateful, requiring storage of both model weights and accumulated gradients. While 8-bit AdamW variants mitigate this overhead using blockwise quantization, they are typically stable only under dynamic quantization - which improves stability on linear quantization for extreme values. In this paper, we introduce the 8-bit Muon optimizer using blockwise quantization, supporting both linear and dynamic schemes. We demonstrate that 8-bit Muon maintains stability under both, while delivering sim74\% reduction in memory footprint compared to full-precision Muon. In extensive experiments, 8-bit Muon closely matches the performance of Muon while outperforming AdamW and 8-bit AdamW in pre-training a 1.6B model on 4B FineWeb tokens. It also shows competitive results when fine-tuning the Llama 3.2 3B model on post-training data. We also provide a theoretical perspective to help explain this robustness under quantization.

Training LLMs presents significant memory challenges due to growing size of data, weights, and optimizer states. Techniques such as data and model parallelism, gradient checkpointing, and offloading strategies address this issue but are often infeasible due to hardware constraints. To mitigate memory usage, alternative methods like Parameter-Efficient-Fine-Tuning (PEFT) and GaLore approximate weights or optimizer states. PEFT methods, such as LoRA, have gained popularity for fine-tuning LLMs, though they require a full-rank warm start. In contrast, GaLore allows full-parameter learning while being more memory-efficient. This work introduces Natural GaLore, a simple drop in replacement for AdamW, which efficiently applies the inverse Empirical Fisher Information Matrix to low-rank gradients using Woodbury's Identity. We demonstrate that incorporating second-order information speeds up optimization significantly, especially when the iteration budget is limited. Empirical pretraining on 60M, 130M, 350M, and 1.1B parameter Llama models on C4 data demonstrate significantly lower perplexity over GaLore without additional memory overhead. By fine-tuning RoBERTa on the GLUE benchmark using Natural GaLore, we demonstrate significant reduction in gap 86.05% vs 86.28% for full-finetuning. Furthermore, fine-tuning the TinyLlama 1.1B model for function calling using the TinyAgent framework shows that Natural GaLore achieving 83.09% accuracy on the TinyAgent dataset, significantly outperforms 16-bit LoRA at 80.06% and even surpasses GPT4-Turbo by 4%, all while using 30% less memory. All code to reproduce the results are available at: https://github.com/selfsupervised-ai/Natural-GaLore.git

Training with larger mini-batches improves the convergence rate and can yield superior performance. However, training with large mini-batches becomes prohibitive for Large Language Models (LLMs), due to the large GPU memory requirement. To address this problem, an effective approach is finding small mini-batch coresets that closely match the gradient of larger mini-batches. However, this approach becomes infeasible and ineffective for LLMs, due to the highly imbalanced mixture of sources in language data, use of the Adam optimizer, and the very large gradient dimensionality of LLMs. In this work, we address the above challenges by proposing Coresets for Training LLMs (CoLM). First, we show that mini-batch coresets found by gradient matching do not contain representative examples of the small sources w.h.p., and thus including all examples of the small sources in the mini-batch coresets is crucial for optimal performance. Second, we normalize the gradients by their historical exponential to find mini-batch coresets for training with Adam. Finally, we leverage zeroth-order methods to find smooth gradient of the last V-projection matrix and sparsify it to keep the dimensions with the largest normalized gradient magnitude. We apply CoLM to fine-tuning Phi-2, Phi-3, Zephyr, and Llama-3 models with LoRA on MathInstruct and SuperGLUE benchmark. Remarkably, CoLM reduces the memory requirement of fine-tuning by 2x and even outperforms training with 4x larger mini-batches. Moreover, CoLM seamlessly integrates with existing memory-efficient training methods like LoRA, further reducing the memory requirements of training LLMs. Our code is available at https://github.com/BigML-CS-UCLA/CoLM.

Shampoo is an online and stochastic optimization algorithm belonging to the AdaGrad family of methods for training neural networks. It constructs a block-diagonal preconditioner where each block consists of a coarse Kronecker product approximation to full-matrix AdaGrad for each parameter of the neural network. In this work, we provide a complete description of the algorithm as well as the performance optimizations that our implementation leverages to train deep networks at-scale in PyTorch. Our implementation enables fast multi-GPU distributed data-parallel training by distributing the memory and computation associated with blocks of each parameter via PyTorch's DTensor data structure and performing an AllGather primitive on the computed search directions at each iteration. This major performance enhancement enables us to achieve at most a 10% performance reduction in per-step wall-clock time compared against standard diagonal-scaling-based adaptive gradient methods. We validate our implementation by performing an ablation study on training ImageNet ResNet50, demonstrating Shampoo's superiority over standard training recipes with minimal hyperparameter tuning.

Parameter-efficient fine-tuning (PEFT) is an effective method for adapting pre-trained vision models to downstream tasks by tuning a small subset of parameters. Among PEFT methods, sparse tuning achieves superior performance by only adjusting the weights most relevant to downstream tasks, rather than densely tuning the whole weight matrix. However, this performance improvement has been accompanied by increases in memory usage, which stems from two factors, i.e., the storage of the whole weight matrix as learnable parameters in the optimizer and the additional storage of tunable weight indexes. In this paper, we propose a method named SNELL (Sparse tuning with kerNELized LoRA) for sparse tuning with low memory usage. To achieve low memory usage, SNELL decomposes the tunable matrix for sparsification into two learnable low-rank matrices, saving from the costly storage of the whole original matrix. A competition-based sparsification mechanism is further proposed to avoid the storage of tunable weight indexes. To maintain the effectiveness of sparse tuning with low-rank matrices, we extend the low-rank decomposition by applying nonlinear kernel functions to the whole-matrix merging. Consequently, we gain an increase in the rank of the merged matrix, enhancing the ability of SNELL in adapting the pre-trained models to downstream tasks. Extensive experiments on multiple downstream tasks show that SNELL achieves state-of-the-art performance with low memory usage, endowing PEFT with sparse tuning to large-scale models. Codes are available at https://github.com/ssfgunner/SNELL.

Finetuning large language models (LLMs) has been empirically effective on a variety of downstream tasks. Existing approaches to finetuning an LLM either focus on parameter-efficient finetuning, which only updates a small number of trainable parameters, or attempt to reduce the memory footprint during the training phase of the finetuning. Typically, the memory footprint during finetuning stems from three contributors: model weights, optimizer states, and intermediate activations. However, existing works still require considerable memory and none can simultaneously mitigate memory footprint for all three sources. In this paper, we present Quantized Side Tuing (QST), which enables memory-efficient and fast finetuning of LLMs by operating through a dual-stage process. First, QST quantizes an LLM's model weights into 4-bit to reduce the memory footprint of the LLM's original weights; QST also introduces a side network separated from the LLM, which utilizes the hidden states of the LLM to make task-specific predictions. Using a separate side network avoids performing backpropagation through the LLM, thus reducing the memory requirement of the intermediate activations. Furthermore, QST leverages several low-rank adaptors and gradient-free downsample modules to significantly reduce the trainable parameters, so as to save the memory footprint of the optimizer states. Experiments show that QST can reduce the total memory footprint by up to 2.3 times and speed up the finetuning process by up to 3 times while achieving competent performance compared with the state-of-the-art. When it comes to full finetuning, QST can reduce the total memory footprint up to 7 times.

Extensive system scales (i.e. thousands of GPU/TPUs) and prolonged training periods (i.e. months of pretraining) significantly escalate the probability of failures when training large language models (LLMs). Thus, efficient and reliable fault-tolerance methods are in urgent need. Checkpointing is the primary fault-tolerance method to periodically save parameter snapshots from GPU memory to disks via CPU memory. In this paper, we identify the frequency of existing checkpoint-based fault-tolerance being significantly limited by the storage I/O overheads, which results in hefty re-training costs on restarting from the nearest checkpoint. In response to this gap, we introduce an in-memory fault-tolerance framework for large-scale LLM pretraining. The framework boosts the efficiency and reliability of fault tolerance from three aspects: (1) Reduced Data Transfer and I/O: By asynchronously caching parameters, i.e., sharded model parameters, optimizer states, and RNG states, to CPU volatile memory, Our framework significantly reduces communication costs and bypasses checkpoint I/O. (2) Enhanced System Reliability: Our framework enhances parameter protection with a two-layer hierarchy: snapshot management processes (SMPs) safeguard against software failures, together with Erasure Coding (EC) protecting against node failures. This double-layered protection greatly improves the survival probability of the parameters compared to existing checkpointing methods. (3) Improved Snapshotting Frequency: Our framework achieves more frequent snapshotting compared with asynchronous checkpointing optimizations under the same saving time budget, which improves the fault tolerance efficiency. Empirical results demonstrate that Our framework minimizes the overhead of fault tolerance of LLM pretraining by effectively leveraging redundant CPU resources.

We introduce CompAct, a technique that reduces peak memory utilization on GPU by 25-30% for pretraining and 50% for fine-tuning of LLMs. Peak device memory is a major limiting factor in training LLMs, with various recent works aiming to reduce model memory. However most works don't target the largest component of allocated memory during training: the model's compute graph, which is stored for the backward pass. By storing low-rank, compressed activations to be used in the backward pass we greatly reduce the required memory, unlike previous methods which only reduce optimizer overheads or the number of trained parameters. Our compression uses random projection matrices, thus avoiding additional memory overheads. Comparisons with previous techniques for either pretraining or fine-tuning show that CompAct substantially improves existing compute-performance tradeoffs. We expect CompAct's savings to scale even higher for larger models.

As an adaptive method, Shampoo employs a structured second-moment estimation, and its effectiveness has attracted growing attention. Prior work has primarily analyzed its estimation scheme through the Frobenius norm. Motivated by the natural connection between the second moment and a covariance matrix, we propose studying Shampoo's estimation as covariance estimation through the lens of Kullback-Leibler (KL) minimization. This alternative perspective reveals a previously hidden limitation, motivating improvements to Shampoo's design. Building on this insight, we develop a practical estimation scheme, termed KL-Shampoo, that eliminates Shampoo's reliance on Adam for stabilization, thereby removing the additional memory overhead introduced by Adam. Preliminary results show that KL-Shampoo improves Shampoo's performance, enabling it to stabilize without Adam and even outperform its Adam-stabilized variant, SOAP, in neural network pretraining.

Given the massive cost of language model pre-training, a non-trivial improvement of the optimization algorithm would lead to a material reduction on the time and cost of training. Adam and its variants have been state-of-the-art for years, and more sophisticated second-order (Hessian-based) optimizers often incur too much per-step overhead. In this paper, we propose Sophia, Second-order Clipped Stochastic Optimization, a simple scalable second-order optimizer that uses a light-weight estimate of the diagonal Hessian as the pre-conditioner. The update is the moving average of the gradients divided by the moving average of the estimated Hessian, followed by element-wise clipping. The clipping controls the worst-case update size and tames the negative impact of non-convexity and rapid change of Hessian along the trajectory. Sophia only estimates the diagonal Hessian every handful of iterations, which has negligible average per-step time and memory overhead. On language modeling with GPT-2 models of sizes ranging from 125M to 770M, Sophia achieves a 2x speed-up compared with Adam in the number of steps, total compute, and wall-clock time. Theoretically, we show that Sophia adapts to the curvature in different components of the parameters, which can be highly heterogeneous for language modeling tasks. Our run-time bound does not depend on the condition number of the loss.

Resource constraints increasingly determine what can be trained, fine-tuned, and deployed in large language models (LLMs), yet efficiency is often studied through isolated techniques rather than as an interacting system of limits. This survey adopts a constraint-centric perspective and organizes recent progress around three coupled bottlenecks: data efficiency (what to train on), memory efficiency (how to fit training), and compute budget awareness (when and where to spend FLOPs). On the data axis, we review selection and pruning methods that maximize learning per token, ranging from scalable proxy signals based on learning dynamics to gradient- and influence-based scoring, as well as difficulty-aware and curriculum-style strategies. We highlight emerging evidence that different notions of good data dominate in different regimes, implying that optimal subsets depend on the task objective and resource budget rather than being universal. On the systems side, we show that GPU memory, not raw compute, is often the dominant bottleneck in fine-tuning, and that effective scaling requires jointly reducing weight storage, optimizer states, and activation memory rather than optimizing any single component in isolation. Beyond memory, we frame training and inference as compute-governed processes in which optimization, data selection, and decoding must explicitly account for finite FLOP budgets. We review evidence for compute-optimal allocation and stopping rules, where computation should be halted or reallocated once marginal performance gains fall below a budget-dependent threshold. Together, these results unify compute-aware data selection, scaling laws, and adaptive inference under a common principle of resource-conditioned decision-making.

Learned optimizers have been an active research topic over the past decade, with increasing progress toward practical, general-purpose optimizers that can serve as drop-in replacements for widely used methods like Adam. However, recent advances -- such as VeLO, which was meta-trained for 4000 TPU-months -- remain largely inaccessible to the broader community, in part due to their reliance on JAX and the absence of user-friendly packages for applying the optimizers after meta-training. To address this gap, we introduce PyLO, a PyTorch-based library that brings learned optimizers to the broader machine learning community through familiar, widely adopted workflows. Unlike prior work focused on synthetic or convex tasks, our emphasis is on applying learned optimization to real-world large-scale pre-training tasks. Our release includes a CUDA-accelerated version of the small_fc_lopt learned optimizer architecture from (Metz et al., 2022a), delivering substantial speedups -- from 39.36 to 205.59 samples/sec throughput for training ViT B/16 with batch size 32. PyLO also allows us to easily combine learned optimizers with existing optimization tools such as learning rate schedules and weight decay. When doing so, we find that learned optimizers can substantially benefit. Our code is available at https://github.com/Belilovsky-Lab/pylo

Large language model (LLM) agents require long-term user memory for consistent personalization, but limited context windows hinder tracking evolving preferences over long interactions. Existing memory systems mainly rely on static, hand-crafted update rules; although reinforcement learning (RL)-based agents learn memory updates, sparse outcome rewards provide weak supervision, resulting in unstable long-horizon optimization. Drawing on memory schema theory and the functional division between prefrontal regions and hippocampus regions, we introduce MemCoE, a cognition-inspired two-stage optimization framework that learns how memory should be organized and what information to update. In the first stage, we propose Memory Guideline Induction to optimize a global guideline via contrastive feedback interpreted as textual gradients; in the second stage, Guideline-Aligned Memory Policy Optimization uses the induced guideline to define structured process rewards and performs multi-turn RL to learn a guideline-following memory evolution policy. We evaluate on three personalization memory benchmarks, covering explicit/implicit preference and different sizes and noise, and observe consistent improvements over strong baselines with favorable robustness, transferability, and efficiency.

Mixture-of-Experts (MoE) is a neural network architecture that adds sparsely activated expert blocks to a base model, increasing the number of parameters without impacting computational costs. However, current distributed deep learning frameworks are limited in their ability to train high-quality MoE models with large base models. In this work, we present DeepSpeed-TED, a novel, three-dimensional, hybrid parallel algorithm that combines data, tensor, and expert parallelism to enable the training of MoE models with 4 to 8x larger base models than the current state-of-the-art. We also describe memory optimizations in the optimizer step, and communication optimizations that eliminate unnecessary data movement. We implement our approach in DeepSpeed and achieve speedups of 26% over a baseline (i.e. without our communication optimizations) when training a 40 billion parameter MoE model (6.7 billion base model with 16 experts) on 128 V100 GPUs.

In the training of large language models, momentum is widely used and often demonstrated to achieve significant acceleration. However, storing momentum typically presents memory challenges. In this paper, we propose AdaPM, an adaptive training strategy that leverages partial momentum to implement a memory-efficient optimizer. To this end, AdaPM utilizes a non-uniform momentum design: for most blocks, full momentum is not necessary to preserve the performance of the optimization. In the momentum design of AdaPM, to mitigate the bias and performance loss caused by partial momentum, we enhance the partial momentum by a bias correction technique. Empirically, we verify that our approach reduces memory by over 90% in momentum while maintaining both efficiency and performance for pretraining various language models ranging from 60M to 1.5B, as well as for supervised fine-tuning and RLHF. AdaPM can further reduce memory by up to 95% in optimizer states by combining the memory-efficient technique on the second-order statistic, saving over 30% GPU hours for pretraining GPT-2 1.5B.

Large language models (LLMs) have become increasingly capable of following instructions and complex reasoning, making prompting a flexible interface for adapting models without parameter updates. Yet prompt design remains labor-intensive and highly sensitive to formatting, phrasing, and instruction order, motivating automated prompt optimization methods that reduce manual effort while preserving inference-time flexibility. However, existing methods often search over prompt candidates or use fixed critique-refine pipelines driven by individual examples or small batches, limiting their ability to capture systematic error patterns and make targeted edits grounded in failure history. We propose Reflective Prompt Tuning (RPT), a framework that uses LLM function calling to simulate the iterative workflow of human prompt engineers. An LLM optimizer calls a diagnostic function that evaluates the target model over an entire optimization set, summarizes recurring failure modes, and returns a structured diagnostic report. The optimizer uses this report, together with an accumulated memory of prior reports, to revise the prompt for the next iteration. RPT further supports confidence-aware optimization by using calibration signals in diagnostic feedback and final prompt selection. Across three reasoning tasks, RPT improves over initial prompts by up to 12.9 points, remains competitive with state of the art, and improves confidence calibration. Our analyses show that RPT is especially effective on multi-hop and mathematical reasoning, producing targeted prompt revisions that align with diagnosed failure patterns and lead to gains in task performance and calibration.

Full-parameter fine-tuning has become the go-to choice for adapting language models (LMs) to downstream tasks due to its excellent performance. As LMs grow in size, fine-tuning the full parameters of LMs requires a prohibitively large amount of GPU memory. Existing approaches utilize zeroth-order optimizer to conserve GPU memory, which can potentially compromise the performance of LMs as non-zero order optimizers tend to converge more readily on most downstream tasks. In this paper, we propose a novel optimizer-independent end-to-end hierarchical fine-tuning strategy, HiFT, which only updates a subset of parameters at each training step. HiFT can significantly reduce the amount of gradients and optimizer state parameters residing in GPU memory at the same time, thereby reducing GPU memory usage. Our results demonstrate that: (1) HiFT achieves comparable performance to parameter-efficient fine-tuning and standard full parameter fine-tuning. (2) HiFT supports various optimizers including AdamW, AdaGrad, SGD, etc. (3) HiFT can save more than 60\% GPU memory compared with standard full-parameter fine-tuning for 7B model. (4) HiFT enables full-parameter fine-tuning of a 7B model on single 48G A6000 with a precision of 32 using the AdamW optimizer, without using any memory saving techniques.

Training large language models (LLMs) typically relies on adaptive optimizers like Adam (Kingma & Ba, 2015) which store additional state information to accelerate convergence but incur significant memory overhead. Recent efforts, such as SWAN (Ma et al., 2024) address this by eliminating the need for optimizer states while achieving performance comparable to Adam via a multi-step preprocessing procedure applied to instantaneous gradients. Motivated by the success of SWAN, we introduce a novel framework for designing stateless optimizers that normalizes stochastic gradients according to multiple norms. To achieve this, we propose a simple alternating scheme to enforce the normalization of gradients w.r.t these norms. We show that our procedure can produce, up to an arbitrary precision, a fixed-point of the problem, and that SWAN is a particular instance of our approach with carefully chosen norms, providing a deeper understanding of its design. However, SWAN's computationally expensive whitening/orthogonalization step limit its practicality for large LMs. Using our principled perspective, we develop of a more efficient, scalable, and practical stateless optimizer. Our algorithm relaxes the properties of SWAN, significantly reducing its computational cost while retaining its memory efficiency, making it applicable to training large-scale models. Experiments on pre-training LLaMA models with up to 1 billion parameters demonstrate a 3X speedup over Adam with significantly reduced memory requirements, outperforming other memory-efficient baselines.

Fine-tuning language models (LMs) has yielded success on diverse downstream tasks, but as LMs grow in size, backpropagation requires a prohibitively large amount of memory. Zeroth-order (ZO) methods can in principle estimate gradients using only two forward passes but are theorized to be catastrophically slow for optimizing large models. In this work, we propose a memory-efficient zerothorder optimizer (MeZO), adapting the classical ZO-SGD method to operate in-place, thereby fine-tuning LMs with the same memory footprint as inference. For example, with a single A100 80GB GPU, MeZO can train a 30-billion parameter model, whereas fine-tuning with backpropagation can train only a 2.7B LM with the same budget. We conduct comprehensive experiments across model types (masked and autoregressive LMs), model scales (up to 66B), and downstream tasks (classification, multiple-choice, and generation). Our results demonstrate that (1) MeZO significantly outperforms in-context learning and linear probing; (2) MeZO achieves comparable performance to fine-tuning with backpropagation across multiple tasks, with up to 12x memory reduction; (3) MeZO is compatible with both full-parameter and parameter-efficient tuning techniques such as LoRA and prefix tuning; (4) MeZO can effectively optimize non-differentiable objectives (e.g., maximizing accuracy or F1). We support our empirical findings with theoretical insights, highlighting how adequate pre-training and task prompts enable MeZO to fine-tune huge models, despite classical ZO analyses suggesting otherwise.

While large language models (LLMs) have emerged as a significant advancement in artificial intelligence, the hardware and computational costs for training LLMs are also significantly burdensome. Among the state-of-the-art optimizers, AdamW relies on diagonal curvature estimates and ignores structural properties, while Muon applies global spectral normalization at the expense of losing curvature information. In this study, we restriked manifold optimization methods for training LLMs, which may address both optimizers' limitations, while conventional manifold optimization methods have been largely overlooked due to the poor performance in large-scale model optimization. By innovatively projecting the momentum onto the tangent space of model parameters and constraining it on a rotational Oblique manifold, we propose a novel, powerful, and efficient optimizer **Mano** that is the first to bridge the performance gap between manifold optimization and modern optimizers. Extensive experiments on the LLaMA and Qwen3 models demonstrate that Mano consistently and significantly outperforms AdamW and Muon even with less memory consumption and computational complexity, respectively, suggesting an expanded Pareto frontier in terms of space and time efficiency.

The Lion optimizer has been a promising competitor with the AdamW for training large AI models, with advantages on memory, computation, and sample efficiency. In this paper, we introduce Distributed Lion, an innovative adaptation of Lion for distributed training environments. Leveraging the sign operator in Lion, our Distributed Lion only requires communicating binary or lower-precision vectors between workers to the center server, significantly reducing the communication cost. Our theoretical analysis confirms Distributed Lion's convergence properties. Empirical results demonstrate its robustness across a range of tasks, worker counts, and batch sizes, on both vision and language problems. Notably, Distributed Lion attains comparable performance to standard Lion or AdamW optimizers applied on aggregated gradients, but with significantly reduced communication bandwidth. This feature is particularly advantageous for training large models. In addition, we also demonstrate that Distributed Lion presents a more favorable performance-bandwidth balance compared to existing efficient distributed methods such as deep gradient compression and ternary gradients.

We introduce Motif-2-12.7B, a new open-weight foundation model that pushes the efficiency frontier of large language models by combining architectural innovation with system-level optimization. Designed for scalable language understanding and robust instruction generalization under constrained compute budgets, Motif-2-12.7B builds upon Motif-2.6B with the integration of Grouped Differential Attention (GDA), which improves representational efficiency by disentangling signal and noise-control attention pathways. The model is pre-trained on 5.5 trillion tokens spanning diverse linguistic, mathematical, scientific, and programming domains using a curriculum-driven data scheduler that gradually changes the data composition ratio. The training system leverages the MuonClip optimizer alongside custom high-performance kernels, including fused PolyNorm activations and the Parallel Muon algorithm, yielding significant throughput and memory efficiency gains in large-scale distributed environments. Post-training employs a three-stage supervised fine-tuning pipeline that successively enhances general instruction adherence, compositional understanding, and linguistic precision. Motif-2-12.7B demonstrates competitive performance across diverse benchmarks, showing that thoughtful architectural scaling and optimized training design can rival the capabilities of much larger models.

As the size of large language models grows exponentially, GPU memory has become a bottleneck for adapting these models to downstream tasks. In this paper, we aim to push the limits of memory-efficient training by minimizing memory usage on model weights, gradients, and optimizer states, within a unified framework. Our idea is to eliminate both gradients and optimizer states using zeroth-order optimization, which approximates gradients by perturbing weights during forward passes to identify gradient directions. To minimize memory usage on weights, we employ model quantization, e.g., converting from bfloat16 to int4. However, directly applying zeroth-order optimization to quantized weights is infeasible due to the precision gap between discrete weights and continuous gradients, which would otherwise require de-quantization and re-quantization. To overcome this challenge, we propose Quantized Zeroth-order Optimization (QZO), a novel approach that perturbs the continuous quantization scale for gradient estimation and uses a directional derivative clipping method to stabilize training. QZO is orthogonal to both scalar-based and codebook-based post-training quantization methods. Compared to full-parameter fine-tuning in bfloat16, QZO can reduce the total memory cost by more than 18times for 4-bit LLMs, and enables fine-tuning Llama-2-13B and Stable Diffusion 3.5 Large within a single 24GB GPU.

Large language model fine-tuning is bottlenecked by memory: a 7B parameter model requires 84GB--14GB for weights, 14GB for gradients, and 56GB for FP32 optimizer states--exceeding even A100-40GB capacity. We present Chronicals, an open-source training framework achieving 3.51x speedup over Unsloth through four synergistic optimizations: (1) fused Triton kernels eliminating 75% of memory traffic via RMSNorm (7x), SwiGLU (5x), and QK-RoPE (2.3x) fusion; (2) Cut Cross-Entropy reducing logit memory from 5GB to 135MB through online softmax computation; (3) LoRA+ with theoretically-derived 16x differential learning rates between adapter matrices; and (4) Best-Fit Decreasing sequence packing recovering 60-75% of compute wasted on padding. On Qwen2.5-0.5B with A100-40GB, Chronicals achieves 41,184 tokens/second for full fine-tuning versus Unsloth's 11,736 tokens/second (3.51x). For LoRA at rank 32, we reach 11,699 tokens/second versus Unsloth MAX's 2,857 tokens/second (4.10x). Critically, we discovered that Unsloth's reported 46,000 tokens/second benchmark exhibited zero gradient norms--the model was not training. We provide complete mathematical foundations: online softmax correctness proofs, FlashAttention IO complexity bounds O(N^2 d^2 M^{-1}), LoRA+ learning rate derivations from gradient magnitude analysis, and bin-packing approximation guarantees. All implementations, benchmarks, and proofs are available at https://github.com/Ajwebdevs/Chronicals with pip installation via https://pypi.org/project/chronicals/.

Training large language models (LLMs) is often bottlenecked by extreme memory demands, with optimizer states dominating the footprint. Recent works mitigates this cost by projecting gradients into low-dimensional subspaces using sophisticated update strategies. In this paper, we analyze the dynamics of gradient space and its underlying subspaces. We find that while a small subspace captures most gradient energy, a significant portion still resides in the residual bulk; moreover, the influence of the core subspace diminishes over time and in deeper layers. We also observe that the gradient space exhibits near-flat curvature, calling for algorithms that explicitly account for this geometry. Motivated by these insights, we introduce a suite of randomized algorithms, GrassWalk and GrassJump, which exploit subspace and achieve state-of-the-art memory savings while improving performance on LLaMA-1B and LLaMA-7B pretraining.

We study data distillation for auto-regressive machine learning tasks, where the input and output have a strict left-to-right causal structure. More specifically, we propose Farzi, which summarizes an event sequence dataset into a small number of synthetic sequences -- Farzi Data -- which are optimized to maintain (if not improve) model performance compared to training on the full dataset. Under the hood, Farzi conducts memory-efficient data distillation by (i) deriving efficient reverse-mode differentiation of the Adam optimizer by leveraging Hessian-Vector Products; and (ii) factorizing the high-dimensional discrete event-space into a latent-space which provably promotes implicit regularization. Empirically, for sequential recommendation and language modeling tasks, we are able to achieve 98-120% of downstream full-data performance when training state-of-the-art models on Farzi Data of size as little as 0.1% of the original dataset. Notably, being able to train better models with significantly less data sheds light on the design of future large auto-regressive models, and opens up new opportunities to further scale up model and data sizes.

Lion (Evolved Sign Momentum), a new optimizer discovered through program search, has shown promising results in training large AI models. It performs comparably or favorably to AdamW but with greater memory efficiency. As we can expect from the results of a random search program, Lion incorporates elements from several existing algorithms, including signed momentum, decoupled weight decay, Polak, and Nesterov momentum, but does not fit into any existing category of theoretically grounded optimizers. Thus, even though Lion appears to perform well as a general-purpose optimizer for a wide range of tasks, its theoretical basis remains uncertain. This lack of theoretical clarity limits opportunities to further enhance and expand Lion's efficacy. This work aims to demystify Lion. Based on both continuous-time and discrete-time analysis, we demonstrate that Lion is a theoretically novel and principled approach for minimizing a general loss function f(x) while enforcing a bound constraint |x|_infty leq 1/lambda. Lion achieves this through the incorporation of decoupled weight decay, where lambda represents the weight decay coefficient. Our analysis is made possible by the development of a new Lyapunov function for the Lion updates. It applies to a broader family of Lion-kappa algorithms, where the sign(cdot) operator in Lion is replaced by the subgradient of a convex function kappa, leading to the solution of a general composite optimization problem of min_x f(x) + kappa^*(x). Our findings provide valuable insights into the dynamics of Lion and pave the way for further improvements and extensions of Lion-related algorithms.

We propose a new variant of the Adam optimizer [Kingma and Ba, 2014] called MICROADAM that specifically minimizes memory overheads, while maintaining theoretical convergence guarantees. We achieve this by compressing the gradient information before it is fed into the optimizer state, thereby reducing its memory footprint significantly. We control the resulting compression error via a novel instance of the classical error feedback mechanism from distributed optimization [Seide et al., 2014, Alistarh et al., 2018, Karimireddy et al., 2019] in which the error correction information is itself compressed to allow for practical memory gains. We prove that the resulting approach maintains theoretical convergence guarantees competitive to those of AMSGrad, while providing good practical performance. Specifically, we show that MICROADAM can be implemented efficiently on GPUs: on both million-scale (BERT) and billion-scale (LLaMA) models, MicroAdam provides practical convergence competitive to that of the uncompressed Adam baseline, with lower memory usage and similar running time. Our code is available at https://github.com/IST-DASLab/MicroAdam.

Large Language Models (LLMs) have showcased remarkable impacts across a wide spectrum of natural language processing tasks. Fine-tuning these pre-trained models on downstream datasets provides further significant performance gains, but this process has been challenging due to its extraordinary resource requirements. To this end, existing efforts focus on parameter-efficient fine-tuning, which, unfortunately, fail to capitalize on the powerful potential of full-parameter fine-tuning. In this work, we propose QFT, a novel Quantized Full-parameter Tuning framework for LLMs that enables memory-efficient fine-tuning without harming performance. Our framework incorporates two novel ideas: (i) we adopt the efficient Lion optimizer, which only keeps track of the momentum and has consistent update magnitudes for each parameter, an inherent advantage for robust quantization; and (ii) we quantize all model states and store them as integer values, and present a gradient flow and parameter update scheme for the quantized weights. As a result, QFT reduces the model state memory to 21% of the standard solution while achieving comparable performance, e.g., tuning a LLaMA-7B model requires only <30GB of memory, satisfied by a single A6000 GPU.

The advent of the transformer has sparked a quick growth in the size of language models, far outpacing hardware improvements. (Dense) transformers are expected to reach the trillion-parameter scale in the near future, for which training requires thousands or even tens of thousands of GPUs. We investigate the challenges of training at this scale and beyond on commercially available hardware. In particular, we analyse the shortest possible training time for different configurations of distributed training, leveraging empirical scaling laws for language models to estimate the optimal (critical) batch size. Contrary to popular belief, we find no evidence for a memory wall, and instead argue that the real limitation -- other than the cost -- lies in the training duration. In addition to this analysis, we introduce two new methods, layered gradient accumulation and modular pipeline parallelism, which together cut the shortest training time by half. The methods also reduce data movement, lowering the network requirement to a point where a fast InfiniBand connection is not necessary. This increased network efficiency also improve on the methods introduced with the ZeRO optimizer, reducing the memory usage to a tiny fraction of the available GPU memory.

We propose Adam-mini, an optimizer that achieves on-par or better performance than AdamW with 45% to 50% less memory footprint. Adam-mini reduces memory by cutting down the learning rate resources in Adam (i.e., 1/v). We find that geq 90% of these learning rates in v could be harmlessly removed if we (1) carefully partition the parameters into blocks following our proposed principle on Hessian structure; (2) assign a single but good learning rate to each parameter block. We further find that, for each of these parameter blocks, there exists a single high-quality learning rate that can outperform Adam, provided that sufficient resources are available to search it out. We then provide one cost-effective way to find good learning rates and propose Adam-mini. Empirically, we verify that Adam-mini performs on par or better than AdamW on various language models sized from 125M to 7B for pre-training, supervised fine-tuning, and RLHF. The reduced memory footprint of Adam-mini also alleviates communication overheads among GPUs and CPUs, thereby increasing throughput. For instance, Adam-mini achieves 49.6% higher throughput than AdamW when pre-training Llama2-7B on 2times A800-80GB GPUs, which saves 33% wall-clock time for pre-training.

Recent advances in large language models have brought immense value to the world, with their superior capabilities stemming from the massive number of parameters they utilize. However, even the GPUs with the highest memory capacities, currently peaking at 80GB, are far from sufficient to accommodate these vast parameters and their associated optimizer states when conducting stochastic gradient descent-based optimization. One approach to hosting such huge models is to aggregate device memory from many GPUs. However, this approach introduces prohibitive costs for most academic researchers, who always have a limited budget for many high-end GPU servers. In this paper, we focus on huge model fine-tuning on a single, even low-end, GPU in a commodity server, which is accessible to most AI researchers. In such a scenario, the state-of-the-art work ZeRO-Infinity suffers from two severe issues when running in a commodity server: 1) low GPU utilization due to inefficient swapping, and 2) limited trainable model size due to CPU memory capacity. The underlying reason is that ZeRO-Infinity is optimized for running on high-end GPU servers. To this end, we present Fuyou, a low-cost training framework that enables efficient 100B huge model fine-tuning on a low-end server with a low-end GPU and limited CPU memory capacity. The key idea is to add the SSD-CPU communication as an optimization dimension and thus carefully co-optimize computation and data swapping from a systematic approach to maximize GPU utilization. The experimental results show that 1) Fuyou is able to fine-tune 175B GPT-3 on a consumer GPU RTX 4090 with high GPU utilization, while ZeRO-Infinity fails to fine-tune; and 2) when training a small GPT-3 13B model, Fuyou achieves 156 TFLOPS on an RTX 4090 GPU while ZeRO-Infinity only achieves 45 TFLOPS.

We present MegaTrain, a memory-centric system that efficiently trains 100B+ parameter large language models at full precision on a single GPU. Unlike traditional GPU-centric systems, MegaTrain stores parameters and optimizer states in host memory (CPU memory) and treats GPUs as transient compute engines. For each layer, we stream parameters in and compute gradients out, minimizing persistent device state. To battle the CPU-GPU bandwidth bottleneck, we adopt two key optimizations. 1) We introduce a pipelined double-buffered execution engine that overlaps parameter prefetching, computation, and gradient offloading across multiple CUDA streams, enabling continuous GPU execution. 2) We replace persistent autograd graphs with stateless layer templates, binding weights dynamically as they stream in, eliminating persistent graph metadata while providing flexibility in scheduling. On a single H200 GPU with 1.5TB host memory, MegaTrain reliably trains models up to 120B parameters. It also achieves 1.84times the training throughput of DeepSpeed ZeRO-3 with CPU offloading when training 14B models. MegaTrain also enables 7B model training with 512k token context on a single GH200.

Adaptive optimizers such as Adam (Kingma & Ba, 2015) have been central to the success of large language models. However, they often require to maintain optimizer states throughout training, which can result in memory requirements several times greater than the model footprint. This overhead imposes constraints on scalability and computational efficiency. Stochastic Gradient Descent (SGD), in contrast, is a stateless optimizer, as it does not track state variables during training. Consequently, it achieves optimal memory efficiency. However, its capability in LLM training is limited (Zhao et al., 2024b). In this work, we show that pre-processing SGD in a stateless manner can achieve the same performance as the Adam optimizer for LLM training, while drastically reducing the memory cost. Specifically, we propose to pre-process the instantaneous stochastic gradients using normalization and whitening. We show that normalization stabilizes gradient distributions, and whitening counteracts the local curvature of the loss landscape. This results in SWAN (SGD with Whitening And Normalization), a stochastic optimizer that eliminates the need to store any optimizer states. Empirically, SWAN has the same memory footprint as SGD, achieving approx 50% reduction on total end-to-end memory compared to Adam. In language modeling tasks, SWAN demonstrates comparable or even better performance than Adam: when pre-training the LLaMA model with 350M and 1.3B parameters, SWAN achieves a 2x speedup by reaching the same evaluation perplexity using half as many tokens.

Low-rank optimization has emerged as a promising approach to enabling memory-efficient training of large language models (LLMs). Existing low-rank optimization methods typically project gradients onto a low-rank subspace, reducing the memory cost of storing optimizer states. A key challenge in these methods is selecting suitable subspaces to ensure an effective optimization trajectory. Most existing approaches select the dominant subspace to preserve gradient information, as this intuitively provides the best approximation. However, we find that in practice, the dominant subspace stops changing during pretraining, thereby constraining weight updates to similar subspaces. In this paper, we propose importance sampling for low-rank optimization in LLM pretraining with a provable convergence guarantee, which the dominant subspace approach does not have. Empirically, we demonstrate that our method significantly outperforms previous methods in LLM pretraining tasks.

We investigate the effectiveness of adaptive zeroth-order (ZO) optimization for memory-constrained fine-tuning of large language models (LLMs). Contrary to prior claims, we show that adaptive ZO methods such as ZO-Adam offer no convergence advantage over well-tuned ZO-SGD, while incurring significant memory overhead. Our analysis reveals that in high dimensions, ZO gradients lack coordinate-wise heterogeneity, rendering adaptive mechanisms memory inefficient. Leveraging this insight, we propose MEAZO, a memory-efficient adaptive ZO optimizer that tracks only a single scalar for global step size adaptation. We support our method with theoretical convergence guarantees under standard assumptions. Experiments across multiple LLM families and tasks demonstrate that MEAZO matches ZO-Adam's performance with the memory footprint of ZO-SGD. Additional experiments on synthetic quadratic problems and LLM fine-tuning further demonstrate MEAZO's enhanced robustness to step size choices, particularly in grouped or block-structured optimization settings.

Distributed training of foundation models via DDP is limited by interconnect bandwidth. While infrequent communication strategies reduce synchronization frequency, they remain bottlenecked by the memory and communication requirements of optimizer states. Low-rank optimizers can alleviate these constraints; however, in the local-update regime, workers lack access to the full-batch gradients required to compute low-rank projections, which degrades performance. We propose LoRDO, a principled framework unifying low-rank optimization with infrequent synchronization. We first demonstrate that, while global projections based on pseudo-gradients are theoretically superior, they permanently restrict the optimization trajectory to a low-rank subspace. To restore subspace exploration, we introduce a full-rank quasi-hyperbolic update. LoRDO achieves near-parity with low-rank DDP in language modeling and downstream tasks at model scales of 125M--720M, while reducing communication by approx 10 times. Finally, we show that LoRDO improves performance even more in very low-memory settings with small rank/batch size.

Low-rank adaptation (LoRA) has become the default approach to fine-tune large language models (LLMs) due to its significant reduction in trainable parameters. However, trainable parameter demand for LoRA increases with increasing model embedding dimensions, leading to high compute costs. Additionally, its backward updates require storing high-dimensional intermediate activations and optimizer states, demanding high peak GPU memory. In this paper, we introduce large model fine-tuning via spectrally decomposed low-dimensional adaptation (LaMDA), a novel approach to fine-tuning large language models, which leverages low-dimensional adaptation to achieve significant reductions in trainable parameters and peak GPU memory footprint. LaMDA freezes a first projection matrix (PMA) in the adaptation path while introducing a low-dimensional trainable square matrix, resulting in substantial reductions in trainable parameters and peak GPU memory usage. LaMDA gradually freezes a second projection matrix (PMB) during the early fine-tuning stages, reducing the compute cost associated with weight updates to enhance parameter efficiency further. We also present an enhancement, LaMDA++, incorporating a ``lite-weight" adaptive rank allocation for the LoRA path via normalized spectrum analysis of pre-trained model weights. We evaluate LaMDA/LaMDA++ across various tasks, including natural language understanding with the GLUE benchmark, text summarization, natural language generation, and complex reasoning on different LLMs. Results show that LaMDA matches or surpasses the performance of existing alternatives while requiring up to 17.7x fewer parameter updates and up to 1.32x lower peak GPU memory usage during fine-tuning. Code will be publicly available.

In this paper, we present NEMO, a system that translates Natural-language descriptions of decision problems into formal Executable Mathematical Optimization implementations, operating collaboratively with users or autonomously. Existing approaches typically rely on specialized large language models (LLMs) or bespoke, task-specific agents. Such methods are often brittle, complex and frequently generating syntactically invalid or non-executable code. NEMO instead centers on remote interaction with autonomous coding agents (ACAs), treated as a first-class abstraction analogous to API-based interaction with LLMs. This design enables the construction of higher-level systems around ACAs that structure, consolidate, and iteratively refine task specifications. Because ACAs execute within sandboxed environments, code produced by NEMO is executable by construction, allowing automated validation and repair. Building on this, we introduce novel coordination patterns with and across ACAs, including asymmetric validation loops between independently generated optimizer and simulator implementations (serving as a high-level validation mechanism), external memory for experience reuse, and robustness enhancements via minimum Bayes risk (MBR) decoding and self-consistency. We evaluate NEMO on nine established optimization benchmarks. As depicted in Figure 1, it achieves state-of-the-art performance on the majority of tasks, with substantial margins on several datasets, demonstrating the power of execution-aware agentic architectures for automated optimization modeling.

Large Language Models (LLMs) enable advanced natural language processing but face deployment challenges on resource-constrained edge devices due to high computational, memory, and energy demands. Optimizing these models requires addressing three key challenges: acquiring task-specific data, fine-tuning for performance, and compressing models to accelerate inference while reducing resource demands. We propose an integrated framework combining GPTQ-based quantization, low-rank adaptation (LoRA), and a specialized data distillation process to significantly reduce model size and complexity while preserving or enhancing task-specific performance. By leveraging data distillation, knowledge distillation via Kullback-Leibler divergence, Bayesian hyperparameter optimization, and the Muon optimizer, our pipeline achieves up to 2x memory compression (e.g., reducing a 6GB model to 3GB) and enables efficient inference for specialized tasks. Empirical results demonstrate superior performance on standard LLM benchmarks compared to GPTQ quantization alone, with the Muon optimizer notably enhancing fine-tuned models' resistance to accuracy decay during quantization.

Stateful optimizers maintain gradient statistics over time, e.g., the exponentially smoothed sum (SGD with momentum) or squared sum (Adam) of past gradient values. This state can be used to accelerate optimization compared to plain stochastic gradient descent but uses memory that might otherwise be allocated to model parameters, thereby limiting the maximum size of models trained in practice. In this paper, we develop the first optimizers that use 8-bit statistics while maintaining the performance levels of using 32-bit optimizer states. To overcome the resulting computational, quantization, and stability challenges, we develop block-wise dynamic quantization. Block-wise quantization divides input tensors into smaller blocks that are independently quantized. Each block is processed in parallel across cores, yielding faster optimization and high precision quantization. To maintain stability and performance, we combine block-wise quantization with two additional changes: (1) dynamic quantization, a form of non-linear optimization that is precise for both large and small magnitude values, and (2) a stable embedding layer to reduce gradient variance that comes from the highly non-uniform distribution of input tokens in language models. As a result, our 8-bit optimizers maintain 32-bit performance with a small fraction of the memory footprint on a range of tasks, including 1.5B parameter language modeling, GLUE finetuning, ImageNet classification, WMT'14 machine translation, MoCo v2 contrastive ImageNet pretraining+finetuning, and RoBERTa pretraining, without changes to the original optimizer hyperparameters. We open-source our 8-bit optimizers as a drop-in replacement that only requires a two-line code change.

Low-Rank Adaptation (LoRA) reparameterizes a weight update as a product of two low-rank factors, but the Jacobian J_{G} of the generator mapping the factors to the weight matrix is rank-deficient, so the factor-space preconditioner J_{G}^* {F}_t J_{G} induced by any {W}-space preconditioner {F}_t is singular, and consequently the standard chain rule cannot be uniquely inverted to map a preconditioned {W}-space direction back to a factor-space update. We cast existing LoRA optimizers in a unified framework parameterized by two choices: (i) which invertible surrogate for J_{G}^* {F}_t J_{G} to use, and (ii) which {F}_t on {W} to use. Existing methods occupy four families along these axes: factor-space adaptive updates, block-diagonal surrogates for J_{G}^* J_{G}, Frobenius-residual pseudoinverse methods, and Riemannian manifold constraint. Within this design space, a gradient-statistics-aware {F}_t paired with a closed-form factor-space solve at {O}((m+n)r) memory remains underexplored. We propose AdaPreLoRA, which fills this gap by adopting the Adafactor diagonal Kronecker preconditioner {H}_t on {W} and selecting from the resulting factor-space solution family the element minimizing an {H}_t-weighted imbalance between the two factor contributions; by construction, the resulting factor update is the closest LoRA approximation to the preconditioned {W}-space direction under the {H}_t-weighted norm. Across GPT-2 (E2E), Mistral-7B and Qwen2-7B (GLUE, ARC, GSM8K), and diffusion-model personalization, AdaPreLoRA is competitive with or improves over a representative set of LoRA optimizers while keeping peak GPU memory at the LoRA optimizer level.

Despite the recent progresses, particularly in developing Language Models, there are fundamental challenges and unanswered questions about how such models can continually learn/memorize, self-improve, and find effective solutions. In this paper, we present a new learning paradigm, called Nested Learning (NL), that coherently represents a machine learning model with a set of nested, multi-level, and/or parallel optimization problems, each of which with its own context flow. Through the lenses of NL, existing deep learning methods learns from data through compressing their own context flow, and in-context learning naturally emerges in large models. NL suggests a philosophy to design more expressive learning algorithms with more levels, resulting in higher-order in-context learning and potentially unlocking effective continual learning capabilities. We advocate for NL by presenting three core contributions: (1) Expressive Optimizers: We show that known gradient-based optimizers, such as Adam, SGD with Momentum, etc., are in fact associative memory modules that aim to compress the gradients' information (by gradient descent). Building on this insight, we present other more expressive optimizers with deep memory and/or more powerful learning rules; (2) Self-Modifying Learning Module: Taking advantage of NL's insights on learning algorithms, we present a sequence model that learns how to modify itself by learning its own update algorithm; and (3) Continuum Memory System: We present a new formulation for memory system that generalizes the traditional viewpoint of long/short-term memory. Combining our self-modifying sequence model with the continuum memory system, we present a continual learning module, called Hope, showing promising results in language modeling, knowledge incorporation, and few-shot generalization tasks, continual learning, and long-context reasoning tasks.

Scientific research faces high costs and inefficiencies with traditional methods, but the rise of deep learning and large language models (LLMs) offers innovative solutions. This survey reviews LLM applications across scientific fields such as biology, medicine, chemistry, and meteorology, underscoring their role in advancing research. However, the continuous expansion of model size has led to significant memory demands, hindering further development and application of LLMs for science. To address this, we review memory-efficient training techniques for LLMs based on the transformer architecture, including distributed training, mixed precision training, and gradient checkpointing. Using AlphaFold 2 as an example, we demonstrate how tailored memory optimization methods can reduce storage needs while preserving prediction accuracy. We also discuss the challenges of memory optimization in practice and potential future directions, hoping to provide valuable insights for researchers and engineers.

Large language models (LLMs) are increasingly used in learning algorithms, evaluations, and optimization tasks. Recent studies have shown that using LLM-based optimizers to automatically optimize model prompts, demonstrations, predictions themselves, or other components can significantly enhance the performance of AI systems, as demonstrated by frameworks such as DSPy and TextGrad. However, optimizers built on language models themselves are usually designed by humans with manual design choices; optimizers themselves are not optimized. Moreover, these optimizers are general purpose by design, to be useful to a broad audience, and are not tailored for specific tasks. To address these challenges, we propose metaTextGrad, which focuses on designing a meta-optimizer to further enhance existing optimizers and align them to be good optimizers for a given task. Our approach consists of two key components: a meta prompt optimizer and a meta structure optimizer. The combination of these two significantly improves performance across multiple benchmarks, achieving an average absolute performance improvement of up to 6% compared to the best baseline.

While deep learning models have replaced hand-designed features across many domains, these models are still trained with hand-designed optimizers. In this work, we leverage the same scaling approach behind the success of deep learning to learn versatile optimizers. We train an optimizer for deep learning which is itself a small neural network that ingests gradients and outputs parameter updates. Meta-trained with approximately four thousand TPU-months of compute on a wide variety of optimization tasks, our optimizer not only exhibits compelling performance, but optimizes in interesting and unexpected ways. It requires no hyperparameter tuning, instead automatically adapting to the specifics of the problem being optimized. We open source our learned optimizer, meta-training code, the associated train and test data, and an extensive optimizer benchmark suite with baselines at velo-code.github.io.

We study a class of optimization problems motivated by automating the design and update of AI systems like coding assistants, robots, and copilots. We propose an end-to-end optimization framework, Trace, which treats the computational workflow of an AI system as a graph akin to neural networks, based on a generalization of back-propagation. Optimization of computational workflows often involves rich feedback (e.g. console output or user's responses), heterogeneous parameters (e.g. prompts, hyper-parameters, codes), and intricate objectives (beyond maximizing a score). Moreover, its computation graph can change dynamically with the inputs and parameters. We frame a new mathematical setup of iterative optimization, Optimization with Trace Oracle (OPTO), to capture and abstract these properties so as to design optimizers that work across many domains. In OPTO, an optimizer receives an execution trace along with feedback on the computed output and updates parameters iteratively. Trace is the tool to implement OPTO in practice. Trace has a Python interface that efficiently converts a computational workflow into an OPTO instance using a PyTorch-like interface. Using Trace, we develop a general-purpose LLM-based optimizer called OptoPrime that can effectively solve OPTO problems. In empirical studies, we find that OptoPrime is capable of first-order numerical optimization, prompt optimization, hyper-parameter tuning, robot controller design, code debugging, etc., and is often competitive with specialized optimizers for each domain. We believe that Trace, OptoPrime and the OPTO framework will enable the next generation of interactive agents that automatically adapt using various kinds of feedback. Website: https://microsoft.github.io/Trace

Long-term memory promises LLM agents that grow more capable across sessions, maintaining an accurate, evolving understanding of the user that interaction forms. In practice, however, this memory is evaluated mostly through downstream behavior, such as later answers, personalization quality, or task success, which tests that understanding only indirectly and leaves the memory artifact itself largely unaudited. We argue that long-term memory should instead be evaluated as an auditable post-interaction artifact: after ordinary assistance, what structured user state can be reconstructed from the memory the agent leaves behind? We instantiate this view in MEMPROBE, a benchmark in which a memory-equipped agent assists simulated users, each carrying a hidden, taxonomy-anchored user-state bank, across a trajectory of leak-controlled tasks, after which that bank is reconstructed from the agent's resulting memory under both full-store and top-k access. Built on synthetic ground truth for efficient, scalable measurement, MEMPROBE spans 50 simulated users with 31 hidden dimensions each (1,550 recovery targets) and tests 5 representative memory systems. Testing state-of-the-art memory agents, we find that successful assistance and recoverable memory behave as distinct capabilities. Task completion nearly saturates, even for a memoryless baseline, while category-balanced recovery stays moderate (about 0.6) and drops further under top-k retrieval. MEMPROBE is the first benchmark to study memory recovery directly, reconstructing the user state a system retains and scoring it against ground truth. We see recovery as a concrete objective for future memory agents to optimize, and MEMPROBE as a step toward an environment where agents are trained to remember their users, growing more faithful the longer they know them.

Due to the nonlinear nature of Deep Neural Networks (DNNs), one can not guarantee convergence to a unique global minimum of the loss when using optimizers relying only on local information, such as SGD. Indeed, this was a primary source of skepticism regarding the feasibility of DNNs in the early days of the field. The past decades of progress in deep learning have revealed this skepticism to be misplaced, and a large body of empirical evidence shows that sufficiently large DNNs following standard training protocols exhibit well-behaved optimization dynamics that converge to performant solutions. This success has biased the community to use convex optimization as a mental model for learning, leading to a focus on training efficiency, either in terms of required iteration, FLOPs or wall-clock time, when improving optimizers. We argue that, while this perspective has proven extremely fruitful, another perspective specific to DNNs has received considerably less attention: the optimizer not only influences the rate of convergence, but also the qualitative properties of the learned solutions. Restated, the optimizer can and will encode inductive biases and change the effective expressivity of a given class of models. Furthermore, we believe the optimizer can be an effective way of encoding desiderata in the learning process. We contend that the community should aim at understanding the biases of already existing methods, as well as aim to build new optimizers with the explicit intent of inducing certain properties of the solution, rather than solely judging them based on their convergence rates. We hope our arguments will inspire research to improve our understanding of how the learning process can impact the type of solution we converge to, and lead to a greater recognition of optimizers design as a critical lever that complements the roles of architecture and data in shaping model outcomes.

Learning to optimize has emerged as a powerful framework for various optimization and machine learning tasks. Current such "meta-optimizers" often learn in the space of continuous optimization algorithms that are point-based and uncertainty-unaware. To overcome the limitations, we propose a meta-optimizer that learns in the algorithmic space of both point-based and population-based optimization algorithms. The meta-optimizer targets at a meta-loss function consisting of both cumulative regret and entropy. Specifically, we learn and interpret the update formula through a population of LSTMs embedded with sample- and feature-level attentions. Meanwhile, we estimate the posterior directly over the global optimum and use an uncertainty measure to help guide the learning process. Empirical results over non-convex test functions and the protein-docking application demonstrate that this new meta-optimizer outperforms existing competitors.

LLM-based Automatic Prompt Optimization, which typically utilizes LLMs as Prompt Optimizers to self-reflect and refine prompts, has shown promising performance in recent studies. Despite the success, the underlying mechanism of this approach remains unexplored, and the true effectiveness of LLMs as Prompt Optimizers requires further validation. In this work, we conducted a comprehensive study to uncover the actual mechanism of LLM-based Prompt Optimization. Our findings reveal that the LLM optimizers struggle to identify the true causes of errors during reflection, tending to be biased by their own prior knowledge rather than genuinely reflecting on the errors. Furthermore, even when the reflection is semantically valid, the LLM optimizers often fail to generate appropriate prompts for the target models with a single prompt refinement step, partly due to the unpredictable behaviors of the target models. Based on the observations, we introduce a new "Automatic Behavior Optimization" paradigm, which directly optimizes the target model's behavior in a more controllable manner. We hope our study can inspire new directions for automatic prompt optimization development.

Long-horizon agents rely on memory mechanisms to compress interaction history, but optimizing memory writing faces a distinct credit assignment challenge: a memory update may be rewarded or penalized due to downstream tool failures, noisy observations, or reasoning errors rather than its own contribution. This causally entangled credit can lead agents to discard useful evidence or preserve irrelevant information. We propose HiMPO, a Hindsight-Informed Memory Policy Optimization framework for assigning less-entangled credit to memory-writing actions in long-horizon agents. HiMPO first estimates the local utility of a memory update by comparing the task-relevant information recoverable from the previous and updated memories under the same pre-write state. It then uses hindsight relevance as a bounded retrospective filter that attenuates memory credit when local utility is not supported by the target outcome. The resulting memory-specific advantage is applied only to memory tokens, while trajectory-level rewards optimize the rest of the agent behavior. Across judge-based open-domain tasks and objective compressive-memory QA, HiMPO improves over strong memory-based and RL-based baselines while preserving compressed-context efficiency. Controlled interventions further show that HiMPO reduces blame leakage from tool-induced errors and improves attribution fidelity of memory updates.

Modern language models (LMs) are not robust to out-of-distribution inputs. Machine generated (``optimized'') prompts can be used to modulate LM outputs and induce specific behaviors while appearing completely uninterpretable. In this work, we investigate the composition of optimized prompts, as well as the mechanisms by which LMs parse and build predictions from optimized prompts. We find that optimized prompts primarily consist of punctuation and noun tokens which are more rare in the training data. Internally, optimized prompts are clearly distinguishable from natural language counterparts based on sparse subsets of the model's activations. Across various families of instruction-tuned models, optimized prompts follow a similar path in how their representations form through the network.

Scaling up data, parameters, and test-time computation has been the mainstream methods to improve LLM systems (LLMsys), but their upper bounds are almost reached due to the gradual depletion of high-quality data and marginal gains obtained from larger computational resource consumption. Inspired by the abilities of human and traditional AI systems in learning from practice, constructing memory and continual learning frameworks for LLMsys has become an important and popular research direction in recent literature. Yet, existing benchmarks for LLM memory often focus on evaluating the system on homogeneous reading comprehension tasks with long-form inputs rather than testing their abilities to learn from accumulated user feedback in service time. Therefore, we propose a user feedback simulation framework and a comprehensive benchmark covering multiple domains, languages, and types of tasks to evaluate the continual learning abilities of LLMsys. Experiments show that the effectiveness and efficiency of state-of-the-art baselines are far from satisfying, and we hope this benchmark could pave the way for future studies on LLM memory and optimization algorithms.

Nearly all real world tasks are inherently partially observable, necessitating the use of memory in Reinforcement Learning (RL). Most model-free approaches summarize the trajectory into a latent Markov state using memory models borrowed from Supervised Learning (SL), even though RL tends to exhibit different training and efficiency characteristics. Addressing this discrepancy, we introduce Fast and Forgetful Memory, an algorithm-agnostic memory model designed specifically for RL. Our approach constrains the model search space via strong structural priors inspired by computational psychology. It is a drop-in replacement for recurrent neural networks (RNNs) in recurrent RL algorithms, achieving greater reward than RNNs across various recurrent benchmarks and algorithms without changing any hyperparameters. Moreover, Fast and Forgetful Memory exhibits training speeds two orders of magnitude faster than RNNs, attributed to its logarithmic time and linear space complexity. Our implementation is available at https://github.com/proroklab/ffm.

Memory agents, which depart from predefined memory-processing pipelines by endogenously managing the processing, storage, and retrieval of memories, have garnered increasing attention for their autonomy and adaptability. However, existing training paradigms remain constrained: agents often traverse long-horizon sequences of memory operations before receiving sparse and delayed rewards, which hinders truly end-to-end optimization of memory management policies. To address this limitation, we introduce Mem-T, an autonomous memory agent that interfaces with a lightweight hierarchical memory database to perform dynamic updates and multi-turn retrieval over streaming inputs. To effectively train long-horizon memory management capabilities, we further propose MoT-GRPO, a tree-guided reinforcement learning framework that transforms sparse terminal feedback into dense, step-wise supervision via memory operation tree backpropagation and hindsight credit assignment, thereby enabling the joint optimization of memory construction and retrieval. Extensive experiments demonstrate that Mem-T is (1) high-performing, surpassing frameworks such as A-Mem and Mem0 by up to 14.92%, and (2) economical, operating on a favorable accuracy-efficiency Pareto frontier and reducing inference tokens per query by sim24.45% relative to GAM without sacrificing performance.

Memory is a fundamental component of AI systems, underpinning large language models (LLMs) based agents. While prior surveys have focused on memory applications with LLMs, they often overlook the atomic operations that underlie memory dynamics. In this survey, we first categorize memory representations into parametric, contextual structured, and contextual unstructured and then introduce six fundamental memory operations: Consolidation, Updating, Indexing, Forgetting, Retrieval, and Compression. We systematically map these operations to the most relevant research topics across long-term, long-context, parametric modification, and multi-source memory. By reframing memory systems through the lens of atomic operations and representation types, this survey provides a structured and dynamic perspective on research, benchmark datasets, and tools related to memory in AI, clarifying the functional interplay in LLMs based agents while outlining promising directions for future researchThe paper list, datasets, methods and tools are available at \href{https://github.com/Elvin-Yiming-Du/Survey_Memory_in_AI{https://github.com/Elvin-Yiming-Du/Survey\_Memory\_in\_AI}.}.

Memory systems have been designed to leverage past experiences in Large Language Model (LLM) agents. However, many deployed memory systems primarily optimize compression and storage, with comparatively less emphasis on explicit, closed-loop control of memory retrieval. From this observation, we build memory retrieval as an autonomous, accurate, and compatible agent system, named MemR^3, which has two core mechanisms: 1) a router that selects among retrieve, reflect, and answer actions to optimize answer quality; 2) a global evidence-gap tracker that explicitly renders the answering process transparent and tracks the evidence collection process. This design departs from the standard retrieve-then-answer pipeline by introducing a closed-loop control mechanism that enables autonomous decision-making. Empirical results on the LoCoMo benchmark demonstrate that MemR^3 surpasses strong baselines on LLM-as-a-Judge score, and particularly, it improves existing retrievers across four categories with an overall improvement on RAG (+7.29%) and Zep (+1.94%) using GPT-4.1-mini backend, offering a plug-and-play controller for existing memory stores.

Learned optimization has emerged as a promising alternative to hand-crafted optimizers, with the potential to discover stronger learned update rules that enable faster, hyperparameter-free training of neural networks. A critical element for practically useful learned optimizers, that can be used off-the-shelf after meta-training, is strong meta-generalization: the ability to apply the optimizers to new tasks. Recent state-of-the-art work in learned optimizers, VeLO (Metz et al., 2022), requires a large number of highly diverse meta-training tasks along with massive computational resources, 4000 TPU months, to achieve meta-generalization. This makes further improvements to such learned optimizers impractical. In this work, we identify several key elements in learned optimizer architectures and meta-training procedures that can lead to strong meta-generalization. We also propose evaluation metrics to reliably assess quantitative performance of an optimizer at scale on a set of evaluation tasks. Our proposed approach, Celo, makes a significant leap in improving the meta-generalization performance of learned optimizers and also outperforms tuned state-of-the-art optimizers on a diverse set of out-of-distribution tasks, despite being meta-trained for just 24 GPU hours.

Episodic memory plays a crucial role in various cognitive processes, such as the ability to mentally recall past events. While cognitive science emphasizes the significance of spatial context in the formation and retrieval of episodic memory, the current primary approach to implementing episodic memory in AI systems is through transformers that store temporally ordered experiences, which overlooks the spatial dimension. As a result, it is unclear how the underlying structure could be extended to incorporate the spatial axis beyond temporal order alone and thereby what benefits can be obtained. To address this, this paper explores the use of Spatially-Aware Transformer models that incorporate spatial information. These models enable the creation of place-centric episodic memory that considers both temporal and spatial dimensions. Adopting this approach, we demonstrate that memory utilization efficiency can be improved, leading to enhanced accuracy in various place-centric downstream tasks. Additionally, we propose the Adaptive Memory Allocator, a memory management method based on reinforcement learning that aims to optimize efficiency of memory utilization. Our experiments demonstrate the advantages of our proposed model in various environments and across multiple downstream tasks, including prediction, generation, reasoning, and reinforcement learning. The source code for our models and experiments will be available at https://github.com/junmokane/spatially-aware-transformer.

As Large Language Models (LLMs) are increasingly used for long-duration tasks, maintaining effective long-term memory has become a critical challenge. Current methods often face a trade-off between cost and accuracy. Simple storage methods often fail to retrieve relevant information, while complex indexing methods (such as memory graphs) require heavy computation and can cause information loss. Furthermore, relying on the working LLM to process all memories is computationally expensive and slow. To address these limitations, we propose MemSifter, a novel framework that offloads the memory retrieval process to a small-scale proxy model. Instead of increasing the burden on the primary working LLM, MemSifter uses a smaller model to reason about the task before retrieving the necessary information. This approach requires no heavy computation during the indexing phase and adds minimal overhead during inference. To optimize the proxy model, we introduce a memory-specific Reinforcement Learning (RL) training paradigm. We design a task-outcome-oriented reward based on the working LLM's actual performance in completing the task. The reward measures the actual contribution of retrieved memories by mutiple interactions with the working LLM, and discriminates retrieved rankings by stepped decreasing contributions. Additionally, we employ training techniques such as Curriculum Learning and Model Merging to improve performance. We evaluated MemSifter on eight LLM memory benchmarks, including Deep Research tasks. The results demonstrate that our method meets or exceeds the performance of existing state-of-the-art approaches in both retrieval accuracy and final task completion. MemSifter offers an efficient and scalable solution for long-term LLM memory. We have open-sourced the model weights, code, and training data to support further research.

Memory is an indispensable capability for long-horizon LLM agents, enabling them to preserve and utilize information accumulated across extended interactions. Existing memory-agent approaches are typically trained end-to-end with reinforcement learning on downstream tasks. However, collecting high-quality annotated problems for memory-intensive scenarios is costly, and the resulting training data often lack sufficient diversity to cover general memory behaviors. In this work, we propose MemTrain, a self-supervised training framework for generally enhancing the context-memory capability of LLM agents for more effective downstream post-training. MemTrain introduces two coupled proxy tasks over unlabeled Wikipedia corpora: (1) an end-to-end masked reconstruction objective, which requires the model to recover masked entities after multiple rounds of memory updates, thereby encouraging memory maintenance from the final outcome perspective; and (2) an intermediate memory recall objective, which requires the model to reconstruct masked historical information using intermediate memory states, encouraging faithful compression and memory completeness throughout the interaction process. The two objectives are jointly optimized using GRPO. Extensive experiments on long-text QA and search-based QA benchmarks demonstrate that MemTrain consistently improves downstream memory-intensive reasoning performance across different models, achieving gains of up to 17.67 points over direct task-specific post-training.

Iterative preference optimization methods have recently been shown to perform well for general instruction tuning tasks, but typically make little improvement on reasoning tasks (Yuan et al., 2024, Chen et al., 2024). In this work we develop an iterative approach that optimizes the preference between competing generated Chain-of-Thought (CoT) candidates by optimizing for winning vs. losing reasoning steps that lead to the correct answer. We train using a modified DPO loss (Rafailov et al., 2023) with an additional negative log-likelihood term, which we find to be crucial. We show reasoning improves across repeated iterations of this scheme. While only relying on examples in the training set, our approach results in increasing accuracy for Llama-2-70B-Chat from 55.6% to 81.6% on GSM8K (and 88.7% with majority voting out of 32 samples), from 12.5% to 20.8% on MATH, and from 77.8% to 86.7% on ARC-Challenge, which outperforms other Llama-2-based models not relying on additionally sourced datasets.

Key-Value (KV) cache has become a bottleneck of LLMs for long-context generation. Despite the numerous efforts in this area, the optimization for the decoding phase is generally ignored. However, we believe such optimization is crucial, especially for long-output generation tasks based on the following two observations: (i) Excessive compression during the prefill phase, which requires specific full context impairs the comprehension of the reasoning task; (ii) Deviation of heavy hitters occurs in the reasoning tasks with long outputs. Therefore, SCOPE, a simple yet efficient framework that separately performs KV cache optimization during the prefill and decoding phases, is introduced. Specifically, the KV cache during the prefill phase is preserved to maintain the essential information, while a novel strategy based on sliding is proposed to select essential heavy hitters for the decoding phase. Memory usage and memory transfer are further optimized using adaptive and discontinuous strategies. Extensive experiments on LongGenBench show the effectiveness and generalization of SCOPE and its compatibility as a plug-in to other prefill-only KV compression methods.

In this report we review memory-based meta-learning as a tool for building sample-efficient strategies that learn from past experience to adapt to any task within a target class. Our goal is to equip the reader with the conceptual foundations of this tool for building new, scalable agents that operate on broad domains. To do so, we present basic algorithmic templates for building near-optimal predictors and reinforcement learners which behave as if they had a probabilistic model that allowed them to efficiently exploit task structure. Furthermore, we recast memory-based meta-learning within a Bayesian framework, showing that the meta-learned strategies are near-optimal because they amortize Bayes-filtered data, where the adaptation is implemented in the memory dynamics as a state-machine of sufficient statistics. Essentially, memory-based meta-learning translates the hard problem of probabilistic sequential inference into a regression problem.

Memory systems are crucial to personalized LLMs by mitigating the context window limitation in capturing long-term user-LLM conversations. Typically, such systems leverage multiple agents to handle multi-granular memory construction and personalized memory retrieval tasks. To optimize the system, existing methods focus on specializing agents on their local tasks independently via prompt engineering or fine-tuning. However, they overlook cross-agent collaboration, where independent optimization on local agents hardly guarantees the global system performance. To address this issue, we propose a Collaborative Reinforcement Learning Framework for Multi-Agent Memory Systems (CoMAM), jointly optimizing local agents to facilitate collaboration. Specifically, we regularize agents' execution as a sequential Markov decision process (MDP) to embed inter-agent dependencies into the state transition, yielding both local task rewards (e.g., information coverage for memory construction) and global rewards (i.e., query-answer accuracy). Then, we quantify each agent's contribution via group-level ranking consistency between local and global rewards, treating them as adaptive weights to assign global credit and integrate local-global rewards. Each agent is optimized by these integrated rewards, aligning local improvements with the global performance. Experiments show CoMAM outperforms leading memory systems, validating the efficacy of our proposed collaborative reinforcement learning for joint optimization.

The research of artificial intelligence is undergoing a paradigm shift from prioritizing model innovations over benchmark scores towards emphasizing problem definition and rigorous real-world evaluation. As the field enters the "second half," the central challenge becomes real utility in long-horizon, dynamic, and user-dependent environments, where agents face context explosion and must continuously accumulate, manage, and selectively reuse large volumes of information across extended interactions. Memory, with hundreds of papers released this year, therefore emerges as the critical solution to fill the utility gap. In this survey, we provide a unified view of foundation agent memory along three dimensions: memory substrate (internal and external), cognitive mechanism (episodic, semantic, sensory, working, and procedural), and memory subject (agent- and user-centric). We then analyze how memory is instantiated and operated under different agent topologies and highlight learning policies over memory operations. Finally, we review evaluation benchmarks and metrics for assessing memory utility, and outline various open challenges and future directions.

Memory is essential for enabling large language models to support long-horizon reasoning, yet existing memory systems remain unreliable and difficult to debug. Tracing memory's dynamic evolution is crucial to understand how information is synthesized, propagated, or corrupted over time. In this work, we study the new problem of error tracing and attribution in LLM memory systems. We propose a novel framework that transforms memory pipelines into executable memory evolution graphs, enabling fine-grained tracing of operational information flow. We then construct MemTraceBench, a benchmark collected from representative memory systems such as Long-Context, RAG, Mem0, and EverMemOS, to systematically study memory failure modes. We further introduce an automatic attribution method that iteratively traces operation subgraphs to pinpoint the root cause of any failed case. Our analysis reveals that memory failures are systematic, stemming from operation-level issues like information loss and retrieval misalignment. Crucially, we leverage these fine-grained attribution signals to guide downstream prompt optimization, establishing a closed-loop system that automatically corrects faults and boosts end-task performance by up to 7.62%. Code will be released at https://github.com/zjunlp/MemTrace.

Real-world applications require the classification model to adapt to new classes without forgetting old ones. Correspondingly, Class-Incremental Learning (CIL) aims to train a model with limited memory size to meet this requirement. Typical CIL methods tend to save representative exemplars from former classes to resist forgetting, while recent works find that storing models from history can substantially boost the performance. However, the stored models are not counted into the memory budget, which implicitly results in unfair comparisons. We find that when counting the model size into the total budget and comparing methods with aligned memory size, saving models do not consistently work, especially for the case with limited memory budgets. As a result, we need to holistically evaluate different CIL methods at different memory scales and simultaneously consider accuracy and memory size for measurement. On the other hand, we dive deeply into the construction of the memory buffer for memory efficiency. By analyzing the effect of different layers in the network, we find that shallow and deep layers have different characteristics in CIL. Motivated by this, we propose a simple yet effective baseline, denoted as MEMO for Memory-efficient Expandable MOdel. MEMO extends specialized layers based on the shared generalized representations, efficiently extracting diverse representations with modest cost and maintaining representative exemplars. Extensive experiments on benchmark datasets validate MEMO's competitive performance. Code is available at: https://github.com/wangkiw/ICLR23-MEMO

Large language models rely heavily on prompts to specify tasks, recall knowledge and guide reasoning. However, this reliance is inefficient as prompts must be re-read at each step, scale poorly across tasks, and lack mechanisms for modular reuse. We introduce TokMem, a tokenized procedural memory that stores recurring procedures as compact, trainable embeddings. Each memory token encodes both an address to a procedure and a control signal that steers generation, enabling targeted behavior with constant-size overhead. To support continual adaptation, TokMem keeps the backbone model frozen, allowing new procedures to be added without interfering with existing ones. We evaluate TokMem on 1,000 tasks for atomic recall, and on function-calling tasks for compositional recall, where it consistently outperforms retrieval-augmented generation while avoiding repeated context overhead, and fine-tuning with far fewer parameters. These results establish TokMem as a scalable and modular alternative to prompt engineering and fine-tuning, offering an explicit procedural memory for LLMs.

We explore the novel application of Large Language Models to code optimization. We present a 7B-parameter transformer model trained from scratch to optimize LLVM assembly for code size. The model takes as input unoptimized assembly and outputs a list of compiler options to best optimize the program. Crucially, during training, we ask the model to predict the instruction counts before and after optimization, and the optimized code itself. These auxiliary learning tasks significantly improve the optimization performance of the model and improve the model's depth of understanding. We evaluate on a large suite of test programs. Our approach achieves a 3.0% improvement in reducing instruction counts over the compiler, outperforming two state-of-the-art baselines that require thousands of compilations. Furthermore, the model shows surprisingly strong code reasoning abilities, generating compilable code 91% of the time and perfectly emulating the output of the compiler 70% of the time.