Daily Papers

The evolution of recommender systems has shifted preference storage from rating matrices and dense embeddings to semantic memory in the agentic era. Yet existing agents rely on isolated memory, overlooking crucial collaborative signals. Bridging this gap is hindered by the dual challenges of distilling vast graph contexts without overwhelming reasoning agents with cognitive load, and evolving the collaborative memory efficiently without incurring prohibitive computational costs. To address this, we propose MemRec, a framework that architecturally decouples reasoning from memory management to enable efficient collaborative augmentation. MemRec introduces a dedicated, cost-effective LM_Mem to manage a dynamic collaborative memory graph, serving synthesized, high-signal context to a downstream LLM_Rec. The framework operates via a practical pipeline featuring efficient retrieval and cost-effective asynchronous graph propagation that evolves memory in the background. Extensive experiments on four benchmarks demonstrate that MemRec achieves state-of-the-art performance. Furthermore, architectural analysis confirms its flexibility, establishing a new Pareto frontier that balances reasoning quality, cost, and privacy through support for diverse deployments, including local open-source models. Code:https://github.com/rutgerswiselab/memrec and Homepage: https://memrec.weixinchen.com

Recent developments in Language Models (LMs) have shown their effectiveness in NLP tasks, particularly in knowledge-intensive tasks. However, the mechanisms underlying knowledge storage and memory access within their parameters remain elusive. In this paper, we investigate whether a generative LM (e.g., GPT-2) is able to access its memory sequentially or randomly. Through carefully-designed synthetic tasks, covering the scenarios of full recitation, selective recitation and grounded question answering, we reveal that LMs manage to sequentially access their memory while encountering challenges in randomly accessing memorized content. We find that techniques including recitation and permutation improve the random memory access capability of LMs. Furthermore, by applying this intervention to realistic scenarios of open-domain question answering, we validate that enhancing random access by recitation leads to notable improvements in question answering. The code to reproduce our experiments can be found at https://github.com/sail-sg/lm-random-memory-access.

Knowledge-intensive language understanding tasks require Language Models (LMs) to integrate relevant context, mitigating their inherent weaknesses, such as incomplete or outdated knowledge. Nevertheless, studies indicate that LMs often ignore the provided context as it can conflict with the pre-existing LM's memory learned during pre-training. Moreover, conflicting knowledge can already be present in the LM's parameters, termed intra-memory conflict. Existing works have studied the two types of knowledge conflicts only in isolation. We conjecture that the (degree of) intra-memory conflicts can in turn affect LM's handling of context-memory conflicts. To study this, we introduce the DYNAMICQA dataset, which includes facts with a temporal dynamic nature where a fact can change with a varying time frequency and disputable dynamic facts, which can change depending on the viewpoint. DYNAMICQA is the first to include real-world knowledge conflicts and provide context to study the link between the different types of knowledge conflicts. With the proposed dataset, we assess the use of uncertainty for measuring the intra-memory conflict and introduce a novel Coherent Persuasion (CP) score to evaluate the context's ability to sway LM's semantic output. Our extensive experiments reveal that static facts, which are unlikely to change, are more easily updated with additional context, relative to temporal and disputable facts.

While modern decoder-only LLMs achieve superior performance across various domains, hallucinations have risen to be a common problem in their generated text, hindering their application in knowledge-intensive tasks. Retriever-augmented generation (RAG) offers a solution, but the non-parametric nature of the retriever hinders its deep interaction with LLM. In this work, we propose to decouple memorization from the LLM decoder using a pretrained, differentiable external memory. The external memory is an MLP pretrained by imitating the behavior of a retriever on the entire pretraining dataset. Our resulting architecture, which comprises a transformer decoder and an external MLP memory pretrained on language modeling and retriever imitation respectively, demonstrates strong perplexity and performance on downstream tasks. Experiments show our architecture exhibits steeper power-law scaling with model size, achieving 17.5% and 24.1% improvement on WikiText-103 and Web datasets compared to decoder-only models while benefiting from added training without overfitting. We demonstrate superior performance on three hallucination benchmarks and nine memory-intensive tasks. Additionally, our approach delivers 80times speedup over kNN-LM (500M tokens) and 1.3times faster inference than decoder-only models. Unlike kNN-LM, which impairs reasoning, our MLP memory improves StrategyQA performance. We will open-source our code and models in the future.

Post-training language models (LMs) with reinforcement learning (RL) can enhance their complex reasoning capabilities without supervised fine-tuning, as demonstrated by DeepSeek-R1-Zero. However, effectively utilizing RL for LMs requires significant parallelization to scale-up inference, which introduces non-trivial technical challenges (e.g. latency, memory, and reliability) alongside ever-growing financial costs. We present Swarm sAmpling Policy Optimization (SAPO), a fully decentralized and asynchronous RL post-training algorithm. SAPO is designed for decentralized networks of heterogenous compute nodes, where each node manages its own policy model(s) while "sharing" rollouts with others in the network; no explicit assumptions about latency, model homogeneity, or hardware are required and nodes can operate in silo if desired. As a result, the algorithm avoids common bottlenecks in scaling RL post-training while also allowing (and even encouraging) new possibilities. By sampling rollouts "shared" across the network, it enables "Aha moments" to propagate, thereby bootstrapping the learning process. In this paper we show SAPO achieved cumulative reward gains of up to 94% in controlled experiments. We also share insights from tests on a network with thousands of nodes contributed by Gensyn community members running the algorithm on diverse hardware and models during an open-source demo.

As language models achieve increasingly human-like capabilities in conversational text generation, a critical question emerges: to what extent can these systems simulate the characteristics of specific individuals? To evaluate this, we introduce IMPersona, a framework for evaluating LMs at impersonating specific individuals' writing style and personal knowledge. Using supervised fine-tuning and a hierarchical memory-inspired retrieval system, we demonstrate that even modestly sized open-source models, such as Llama-3.1-8B-Instruct, can achieve impersonation abilities at concerning levels. In blind conversation experiments, participants (mis)identified our fine-tuned models with memory integration as human in 44.44% of interactions, compared to just 25.00% for the best prompting-based approach. We analyze these results to propose detection methods and defense strategies against such impersonation attempts. Our findings raise important questions about both the potential applications and risks of personalized language models, particularly regarding privacy, security, and the ethical deployment of such technologies in real-world contexts.

Transformer-based language models (LMs) track contextual information through large, hard-coded input windows. We introduce MemoryPrompt, a leaner approach in which the LM is complemented by a small auxiliary recurrent network that passes information to the LM by prefixing its regular input with a sequence of vectors, akin to soft prompts, without requiring LM finetuning. Tested on a task designed to probe a LM's ability to keep track of multiple fact updates, a MemoryPrompt-augmented LM outperforms much larger LMs that have access to the full input history. We also test MemoryPrompt on a long-distance dialogue dataset, where its performance is comparable to that of a model conditioned on the entire conversation history. In both experiments we also observe that, unlike full-finetuning approaches, MemoryPrompt does not suffer from catastrophic forgetting when adapted to new tasks, thus not disrupting the generalist capabilities of the underlying LM.

In this paper, we explore FP8 low-bit data formats for efficient training of large language models (LLMs). Our key insight is that most variables, such as gradients and optimizer states, in LLM training can employ low-precision data formats without compromising model accuracy and requiring no changes to hyper-parameters. Specifically, we propose a new FP8 automatic mixed-precision framework for training LLMs. This framework offers three levels of FP8 utilization to streamline mixed-precision and distributed parallel training for LLMs. It gradually incorporates 8-bit gradients, optimizer states, and distributed learning in an incremental manner. Experiment results show that, during the training of GPT-175B model on H100 GPU platform, our FP8 mixed-precision training framework not only achieved a remarkable 42% reduction in real memory usage but also ran 64% faster than the widely adopted BF16 framework (i.e., Megatron-LM), surpassing the speed of Nvidia Transformer Engine by 17%. This largely reduces the training costs for large foundation models. Furthermore, our FP8 mixed-precision training methodology is generic. It can be seamlessly applied to other tasks such as LLM instruction tuning and reinforcement learning with human feedback, offering savings in fine-tuning expenses. Our FP8 low-precision training framework is open-sourced at {https://github.com/Azure/MS-AMP}{aka.ms/MS.AMP}.

Recent work in language modeling demonstrates that training large transformer models advances the state of the art in Natural Language Processing applications. However, very large models can be quite difficult to train due to memory constraints. In this work, we present our techniques for training very large transformer models and implement a simple, efficient intra-layer model parallel approach that enables training transformer models with billions of parameters. Our approach does not require a new compiler or library changes, is orthogonal and complimentary to pipeline model parallelism, and can be fully implemented with the insertion of a few communication operations in native PyTorch. We illustrate this approach by converging transformer based models up to 8.3 billion parameters using 512 GPUs. We sustain 15.1 PetaFLOPs across the entire application with 76% scaling efficiency when compared to a strong single GPU baseline that sustains 39 TeraFLOPs, which is 30% of peak FLOPs. To demonstrate that large language models can further advance the state of the art (SOTA), we train an 8.3 billion parameter transformer language model similar to GPT-2 and a 3.9 billion parameter model similar to BERT. We show that careful attention to the placement of layer normalization in BERT-like models is critical to achieving increased performance as the model size grows. Using the GPT-2 model we achieve SOTA results on the WikiText103 (10.8 compared to SOTA perplexity of 15.8) and LAMBADA (66.5% compared to SOTA accuracy of 63.2%) datasets. Our BERT model achieves SOTA results on the RACE dataset (90.9% compared to SOTA accuracy of 89.4%).

Recent advances in interpretability suggest we can project weights and hidden states of transformer-based language models (LMs) to their vocabulary, a transformation that makes them human interpretable and enables us to assign semantics to what was seen only as numerical vectors. In this paper, we interpret LM attention heads and memory values, the vectors the models dynamically create and recall while processing a given input. By analyzing the tokens they represent through this projection, we identify patterns in the information flow inside the attention mechanism. Based on these discoveries, we create a tool to visualize a forward pass of Generative Pre-trained Transformers (GPTs) as an interactive flow graph, with nodes representing neurons or hidden states and edges representing the interactions between them. Our visualization simplifies huge amounts of data into easy-to-read plots that reflect why models output their results. We demonstrate the utility of our modeling by identifying the effect LM components have on the intermediate processing in the model before outputting a prediction. For instance, we discover that layer norms are used as semantic filters and find neurons that act as regularization vectors.

Despite their impressive performance on complex tasks, current language models (LMs) typically operate in a vacuum: Each input query is processed separately, without retaining insights from previous attempts. Here, we present Dynamic Cheatsheet (DC), a lightweight framework that endows a black-box LM with a persistent, evolving memory. Rather than repeatedly re-discovering or re-committing the same solutions and mistakes, DC enables models to store and reuse accumulated strategies, code snippets, and general problem-solving insights at inference time. This test-time learning enhances performance substantially across a range of tasks without needing explicit ground-truth labels or human feedback. Leveraging DC, Claude 3.5 Sonnet's accuracy more than doubled on AIME math exams once it began retaining algebraic insights across questions. Similarly, GPT-4o's success rate on Game of 24 increased from 10% to 99% after the model discovered and reused a Python-based solution. In tasks prone to arithmetic mistakes, such as balancing equations, DC enabled GPT-4o and Claude to reach near-perfect accuracy by recalling previously validated code, whereas their baselines stagnated around 50%. Beyond arithmetic challenges, DC yields notable accuracy gains on knowledge-demanding tasks. Claude achieved a 9% improvement in GPQA-Diamond and an 8% boost on MMLU-Pro problems. Crucially, DC's memory is self-curated, focusing on concise, transferable snippets rather than entire transcript. Unlike finetuning or static retrieval methods, DC adapts LMs' problem-solving skills on the fly, without modifying their underlying parameters. Overall, our findings present DC as a promising approach for augmenting LMs with persistent memory, bridging the divide between isolated inference events and the cumulative, experience-driven learning characteristic of human cognition.

As LLMs have become capable of processing more complex types of inputs, researchers have recently studied how to efficiently and affordably process possibly arbitrarily long sequences. One effective approach is to use a FIFO memory to store keys and values of an attention sublayer from past chunks to allow subsequent queries to attend. However, this approach requires a large memory and/or takes into the consideration the specific LM architecture. Moreover, due to the causal nature between the key-values in prior context and the queries at present, this approach cannot be extended to bidirectional attention such as in an encoder-decoder or PrefixLM decoder-only architecture. In this paper, we propose to use eviction policies, such as LRA and LFA, to reduce the memory size and adapt to various architectures, and we also propose the Attendre layer, a wait-to-attend mechanism by retrieving the key-value memory (K/V memory) with evicted queries in the query memory (Q memory). As a first step, we evaluate this method in the context length extension setup using the TriviaQA reading comprehension task, and show the effectiveness of the approach.

Large language models have led to state-of-the-art accuracies across a range of tasks. However, training these models efficiently is challenging for two reasons: a) GPU memory capacity is limited, making it impossible to fit large models on even a multi-GPU server, and b) the number of compute operations required to train these models can result in unrealistically long training times. Consequently, new methods of model parallelism such as tensor and pipeline parallelism have been proposed. Unfortunately, naive usage of these methods leads to fundamental scaling issues at thousands of GPUs, e.g., due to expensive cross-node communication or devices spending significant time waiting on other devices to make progress. In this paper, we show how different types of parallelism methods (tensor, pipeline, and data parallelism) can be composed to scale to thousands of GPUs and models with trillions of parameters. We survey techniques for pipeline parallelism and propose a novel interleaved pipeline parallelism schedule that can improve throughput by 10+% with memory footprint comparable to existing approaches. We quantitatively study the trade-offs between tensor, pipeline, and data parallelism, and provide intuition as to how to configure distributed training of a large model. Our approach allows us to perform training iterations on a model with 1 trillion parameters at 502 petaFLOP/s on 3072 GPUs with achieved per-GPU throughput of 52% of theoretical peak. Our code is open sourced at https://github.com/nvidia/megatron-lm.

Data-driven scientific discovery requires the iterative integration of scientific domain knowledge, statistical expertise, and an understanding of data semantics to make nuanced analytical decisions, e.g., about which variables, transformations, and statistical models to consider. LM-based agents equipped with planning, memory, and code execution capabilities have the potential to support data-driven science. However, evaluating agents on such open-ended tasks is challenging due to multiple valid approaches, partially correct steps, and different ways to express the same decisions. To address these challenges, we present BLADE, a benchmark to automatically evaluate agents' multifaceted approaches to open-ended research questions. BLADE consists of 12 datasets and research questions drawn from existing scientific literature, with ground truth collected from independent analyses by expert data scientists and researchers. To automatically evaluate agent responses, we developed corresponding computational methods to match different representations of analyses to this ground truth. Though language models possess considerable world knowledge, our evaluation shows that they are often limited to basic analyses. However, agents capable of interacting with the underlying data demonstrate improved, but still non-optimal, diversity in their analytical decision making. Our work enables the evaluation of agents for data-driven science and provides researchers deeper insights into agents' analysis approaches.

Mixture-of-Experts (MoE) models have gained popularity in achieving state-of-the-art performance in a wide range of tasks in computer vision and natural language processing. They effectively expand the model capacity while incurring a minimal increase in computation cost during training. However, deploying such models for inference is difficult due to their large size and complex communication pattern. In this work, we provide a characterization of two MoE workloads, namely Language Modeling (LM) and Machine Translation (MT) and identify their sources of inefficiencies at deployment. We propose three optimization techniques to mitigate sources of inefficiencies, namely (1) Dynamic gating, (2) Expert Buffering, and (3) Expert load balancing. We show that dynamic gating improves maximum throughput by 6.21-11.23times for LM, 5.75-10.98times for MT Encoder and 2.58-5.71times for MT Decoder. It also reduces memory usage by up to 1.36times for LM and up to 1.1times for MT. We further propose Expert Buffering, a new caching mechanism that only keeps hot, active experts in GPU memory while buffering the rest in CPU memory. This reduces static memory allocation by up to 1.47times. We finally propose a load balancing methodology that provides additional scalability to the workload.

Fine-tuning and inference with large Language Models (LM) are generally known to be expensive. Parameter-efficient fine-tuning over pretrained LMs reduces training memory by updating a small number of LM parameters but does not improve inference efficiency. Structured pruning improves LM inference efficiency by removing consistent parameter blocks, yet often increases training memory and time. To improve both training and inference efficiency, we introduce APT that adaptively prunes and tunes parameters for the LMs. At the early stage of fine-tuning, APT dynamically adds salient tuning parameters for fast and accurate convergence while discarding unimportant parameters for efficiency. Compared to baselines, our experiments show that APT maintains up to 98% task performance when pruning RoBERTa and T5 models with 40% parameters left while keeping 86.4% LLaMA models' performance with 70% parameters remained. Furthermore, APT speeds up LMs fine-tuning by up to 8x and reduces large LMs memory training footprint by up to 70%.

Nowadays, Large Language Models (LLMs) have been trained using extended context lengths to foster more creative applications. However, long context training poses great challenges considering the constraint of GPU memory. It not only leads to substantial activation memory consumption during training, but also incurs considerable memory fragmentation. To facilitate long context training, existing frameworks have adopted strategies such as recomputation and various forms of parallelisms. Nevertheless, these techniques rely on redundant computation or extensive communication, resulting in low Model FLOPS Utilization (MFU). In this paper, we propose MEMO, a novel LLM training framework designed for fine-grained activation memory management. Given the quadratic scaling of computation and linear scaling of memory with sequence lengths when using FlashAttention, we offload memory-consuming activations to CPU memory after each layer's forward pass and fetch them during the backward pass. To maximize the swapping of activations without hindering computation, and to avoid exhausting limited CPU memory, we implement a token-wise activation recomputation and swapping mechanism. Furthermore, we tackle the memory fragmentation issue by employing a bi-level Mixed Integer Programming (MIP) approach, optimizing the reuse of memory across transformer layers. Empirical results demonstrate that MEMO achieves an average of 2.42x and 2.26x MFU compared to Megatron-LM and DeepSpeed, respectively. This improvement is attributed to MEMO's ability to minimize memory fragmentation, reduce recomputation and intensive communication, and circumvent the delays associated with the memory reorganization process due to fragmentation. By leveraging fine-grained activation memory management, MEMO facilitates efficient training of 7B LLM with 1 million sequence length on just 8 A800 GPUs, achieving an MFU of 52.30%.

Language model agents excel in long-session planning and reasoning, but existing benchmarks primarily focus on goal-oriented tasks with explicit objectives, neglecting creative adaptation in unfamiliar environments. To address this, we introduce EscapeBench, a benchmark suite of room escape game environments designed to challenge agents with creative reasoning, unconventional tool use, and iterative problem-solving to uncover implicit goals. Our results show that current LM models, despite employing working memory and Chain-of-Thought reasoning, achieve only 15% average progress without hints, highlighting their limitations in creativity. To bridge this gap, we propose EscapeAgent, a framework designed to enhance creative reasoning through Foresight (innovative tool use) and Reflection (identifying unsolved tasks). Experiments show that EscapeAgent can execute action chains over 1,000 steps while maintaining logical coherence. It navigates and completes games with up to 40% fewer steps and hints, performs robustly across difficulty levels, and achieves higher action success rates with more efficient and innovative puzzle-solving strategies.

While large language models (LLMs) have enabled learning knowledge from the pre-training corpora, the acquired knowledge may be fundamentally incorrect or outdated over time, which necessitates rectifying the knowledge of the language model (LM) after the training. A promising approach involves employing a hyper-network to generate parameter shift, whereas existing hyper-networks suffer from inferior scalability in synchronous editing operation amount. To mitigate the problem, we propose the MAssive Language Model Editing Network (MALMEN), which formulates the parameter shift aggregation as the least square problem, subsequently updating the LM parameters using the normal equation. To accommodate editing multiple facts simultaneously with limited memory budgets, we separate the computation on the hyper-network and LM, enabling arbitrary batch size on both neural networks. Our method is evaluated by editing up to thousands of facts on LMs with different architectures, i.e., BERT-base, GPT-2, T5-XL (2.8B), and GPT-J (6B), across various knowledge-intensive NLP tasks, i.e., closed book fact-checking and question answering. Remarkably, MALMEN is capable of editing hundreds of times more facts than strong baselines with the identical hyper-network architecture and outperforms editor specifically designed for GPT. Our code is available at https://github.com/ChenmienTan/malmen.

While numerous works have assessed the generative performance of language models (LMs) on tasks requiring Theory of Mind reasoning, research into the models' internal representation of mental states remains limited. Recent work has used probing to demonstrate that LMs can represent beliefs of themselves and others. However, these claims are accompanied by limited evaluation, making it difficult to assess how mental state representations are affected by model design and training choices. We report an extensive benchmark with various LM types with different model sizes, fine-tuning approaches, and prompt designs to study the robustness of mental state representations and memorisation issues within the probes. Our results show that the quality of models' internal representations of the beliefs of others increases with model size and, more crucially, with fine-tuning. We are the first to study how prompt variations impact probing performance on theory of mind tasks. We demonstrate that models' representations are sensitive to prompt variations, even when such variations should be beneficial. Finally, we complement previous activation editing experiments on Theory of Mind tasks and show that it is possible to improve models' reasoning performance by steering their activations without the need to train any probe.

Retrieval Augmented Generation (RAG) is a widely used approach for leveraging external context in several natural language applications such as question answering and information retrieval. Yet, the exact nature in which a Language Model (LM) leverages this non-parametric memory or retrieved context isn't clearly understood. This paper mechanistically examines the RAG pipeline to highlight that LMs demonstrate a "shortcut'' effect and have a strong bias towards utilizing the retrieved context to answer questions, while relying minimally on model priors. We propose (a) Causal Mediation Analysis; for proving that parametric memory is minimally utilized when answering a question and (b) Attention Contributions and Knockouts for showing the last token residual stream do not get enriched from the subject token in the question, but gets enriched from tokens of RAG-context. We find this pronounced "shortcut'' behaviour to be true across both LLMs (e.g.,LlaMa) and SLMs (e.g., Phi)

In this paper, we introduce a simple training-free technique to improve the performance of drafter-based speculative decoding (SpD) methods that incorporates language modeling head (LM head) during drafting process. A drafter-based speculative decoding leverages one or more smaller language models, a.k.a. drafters or draft models, to sample a draft sequence or tree consisting of multiple tokens, followed by verification by a base LLM, a target model, accepting a subset as its valid generation. As it is usually considered that the speculative decoding requires one-to-one mapping between vocabularies of the target model and the draft model, it has been natural to share the vocabulary between them, or even share the LM head as in EAGLE or Medusa. We first identify that this draft token sampling scheme inherently contains an unnecessary inference overhead in drafting, especially for some target LLMs with very large vocabularies. Then, we propose a simple technique, VocabTrim, to mitigate the drafting overhead to improve the generation speed in memory-bound environment. VocabTrim reconstructs the drafter LM head to contain only a limited set of tokens, selected by the most frequently sampled from the vocabulary of the target model. While limiting the vocabulary in drafting slightly degrades the acceptance rate, it significantly reduces the drafting latency in memory-bound process which is often the case on edge devices, resulting in higher memory-bound speed up (MBSU). We show that our method can boost the memory-bound speed-up for Llama-3 models on Spec-Bench, specifically by 16% for Llama-3.2-3B-Instruct.

Evaluating the reasoning ability of language models (LMs) is complicated by their extensive parametric world knowledge, where benchmark performance often reflects factual recall rather than genuine reasoning. Existing datasets and approaches (e.g., temporal filtering, paraphrasing, adversarial substitution) cannot cleanly separate the two. We present SynthWorlds, a framework that disentangles task reasoning complexity from factual knowledge. In SynthWorlds, we construct parallel corpora representing two worlds with identical interconnected structure: a real-mapped world, where models may exploit parametric knowledge, and a synthetic-mapped world, where such knowledge is meaningless. On top of these corpora, we design two mirrored tasks as case studies: multi-hop question answering and page navigation, which maintain equal reasoning difficulty across worlds. Experiments in parametric-only (e.g., closed-book QA) and knowledge-augmented (e.g., retrieval-augmented) LM settings reveal a persistent knowledge advantage gap, defined as the performance boost models gain from memorized parametric world knowledge. Knowledge acquisition and integration mechanisms reduce but do not eliminate this gap, highlighting opportunities for system improvements. Fully automatic and scalable, SynthWorlds provides a controlled environment for evaluating LMs in ways that were previously challenging, enabling precise and testable comparisons of reasoning and memorization.

Language models (LMs) require robust episodic grounding-the capacity to learn from and apply past experiences-to excel at physical planning tasks. Current episodic grounding approaches struggle with scalability and integration, limiting their effectiveness, especially for medium-sized LMs (7B parameters). While larger LMs (70-405B parameters) possess superior hierarchical representations and extensive pre-trained knowledge, they encounter a fundamental scale paradox: despite their advanced abstraction capabilities, they lack efficient mechanisms to leverage experience streams. We propose a scalable weak-to-strong episodic learning framework that effectively transfers episodic behaviors from smaller to larger LMs. This framework integrates Monte Carlo tree search for structured experience collection with a novel distillation method, preserving the inherent LM capabilities while embedding episodic memory. Experiments demonstrate our method surpasses state-of-the-art proprietary LMs by 3.45% across diverse planning and question-answering tasks. Layer-wise probing further indicates significant improvements in task alignment, especially within deeper LM layers, highlighting stable generalization even for previously unseen scenarios with increased planning complexity-conditions where baseline methods degrade markedly.