Learning to (Learn at Test Time): RNNs with Expressive Hidden States

Self-attention performs well in long context but has quadratic complexity. Existing RNN layers have linear complexity, but their performance in long context is limited by the expressive power of their hidden state. We propose a new class of sequence modeling layers with linear complexity and an expressive hidden state. The key idea is to make the hidden state a machine learning model itself, and the update rule a step of self-supervised learning. Since the hidden state is updated by training even on test sequences, our layers are called Test-Time Training (TTT) layers. We consider two instantiations: TTT-Linear and TTT-MLP, whose hidden state is a linear model and a two-layer MLP respectively. We evaluate our instantiations at the scale of 125M to 1.3B parameters, comparing with a strong Transformer and Mamba, a modern RNN. Both TTT-Linear and TTT-MLP match or exceed the baselines. Similar to Transformer, they can keep reducing perplexity by conditioning on more tokens, while Mamba cannot after 16k context. With preliminary systems optimization, TTT-Linear is already faster than Transformer at 8k context and matches Mamba in wall-clock time. TTT-MLP still faces challenges in memory I/O, but shows larger potential in long context, pointing to a promising direction for future research.

Learning to (Learn at Test Time)

We reformulate the problem of supervised learning as learning to learn with two nested loops (i.e. learning problems). The inner loop learns on each individual instance with self-supervision before final prediction. The outer loop learns the self-supervised task used by the inner loop, such that its final prediction improves. Our inner loop turns out to be equivalent to linear attention when the inner-loop learner is only a linear model, and to self-attention when it is a kernel estimator. For practical comparison with linear or self-attention layers, we replace each of them in a transformer with an inner loop, so our outer loop is equivalent to training the architecture. When each inner-loop learner is a neural network, our approach vastly outperforms transformers with linear attention on ImageNet from 224 x 224 raw pixels in both accuracy and FLOPs, while (regular) transformers cannot run.