Memory3: Language Modeling with Explicit Memory
On the map: Retrieval-augmented generation → Generation and context integration
Abstract (arXiv)
The training and inference of large language models (LLMs) are together a costly process that transports knowledge from raw data to meaningful computation. Inspired by the memory hierarchy of the human brain, we reduce this cost by equipping LLMs with explicit memory, a memory format cheaper than model parameters and text retrieval-augmented generation (RAG). Conceptually, with most of its knowledge externalized to explicit memories, the LLM can enjoy a smaller parameter size, training cost, and inference cost, all proportional to the amount of remaining "abstract knowledge". As a preliminary proof of concept, we train from scratch a 2.4B LLM, which achieves better performance than much larger LLMs as well as RAG models, and maintains higher decoding speed than RAG. The model is named Memory3, since explicit memory is the third form of memory in LLMs after implicit memory (model parameters) and working memory (context key-values). We introduce a memory circuitry theory to support the externalization of knowledge, and present novel techniques including a memory sparsification mechanism that makes storage tractable and a two-stage pretraining scheme that facilitates memory formation.
Key facts. Cited by 39 papers in the map (data through 7 Oct 2026). Placed in Generation and context integration, one of 15 directions in Retrieval-augmented generation. Builds on 80 of its 110 references that are in the map. First posted on arXiv 1 Jul 2024.
Builds on
80 of 110 references.
Closest ancestors · 2
Same direction, newest first
- 2023Shall We Pretrain Autoregressive Language Models with Retrieval? A Comprehensive Study13 Apr
- 2020REALM: Retrieval-Augmented Language Model Pre-Training10 Feb
Other references · 78
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50 most cited of 78 All 78 (JSON)
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Citing papers per year: 2024: 6; 2025: 22; 2026: 11.
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- 2025Memory in the Age of AI Agentscited by 285
- 2025LightMem: Lightweight and Efficient Memory-Augmented Generationcited by 163
- 2025MemOS: A Memory OS for AI Systemcited by 129
- 2025MemGen: Weaving Generative Latent Memory for Self-Evolving Agentscited by 99
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- 2026A Survey of Agent Memory in the Second Half: Towards Self-Evolving and Long-Horizon Agentscited by 40
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- 2024How Much Can RAG Help the Reasoning of LLM?cited by 31
- 2025MemSearcher: Training LLMs to Reason, Search and Manage Memory via End-to-End Reinforcement Learningcited by 26
- 2025Learn to Memorize: Optimizing LLM-based Agents with Adaptive Memory Frameworkcited by 25
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- 2026Towards a Formal Definition of Agent Memory: Basis, Span, Optimality, and the Sequential Memory Problem12 Aug 2026
- 2026Metis: Memory Foundation Model29 Jul 2026
- 2026MemSFT: Mitigating Alignment Tax with an External Parametric Memory28 Jul 2026
- 2026DYNA : Dynamic Episodic Memory Networks for Augmenting Large Language Models with Temporal Knowledge Graphs in Continuous Learning14 Jun 2026
- 2026Position: Hippocampal Explicit Memory Is the Cornerstone for AGI5 Jun 2026
- 2026How LoRA Remembers? A Parametric Memory Law for LLM Finetuning28 May 2026
- 2026MemReranker: Reasoning-Aware Reranking for Agent Memory Retrieval7 May 2026
- 2026MSA: Memory Sparse Attention for Efficient End-to-End Memory Model Scaling to 100M Tokens6 Mar 2026
- 2026MemCast: Memory-Driven Time Series Forecasting with Experience-Conditioned Reasoning3 Feb 2026
- 2026Toward Efficient Agents: Memory, Tool learning, and Planning20 Jan 2026
- 2026A Survey of Agent Memory in the Second Half: Towards Self-Evolving and Long-Horizon Agents14 Jan 2026
- 2025Adaptation of Agentic AI: A Survey of Post-Training, Memory, and Skills18 Dec 2025
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- 2025MemWeaver: A Hierarchical Memory from Textual Interactive Behaviors for Personalized Generation9 Oct 2025
- 2025MemGen: Weaving Generative Latent Memory for Self-Evolving Agents29 Sep 2025
- 2025Text2Mem: A Unified Memory Operation Language for Memory Operating System14 Sep 2025
- 2025A Lightweight Framework for Trigger-Guided LoRA-Based Self-Adaptation in LLMs5 Sep 2025
- 2025Learn to Memorize: Optimizing LLM-based Agents with Adaptive Memory Framework15 Aug 2025
- 2025Memory-Augmented Transformers: A Systematic Review from Neuroscience Principles to Enhanced Model Architectures14 Aug 2025
- 2025Sculptor: Empowering LLMs with Cognitive Agency via Active Context Management6 Aug 2025
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- 2025Scalable Complexity Control Facilitates Reasoning Ability of LLMs29 May 2025
- 2025Rethinking Memory in LLM based Agents: Representations, Operations, and Emerging Topics1 May 2025
- 2025Memorization and Knowledge Injection in Gated LLMs30 Apr 2025
- 2025The Paradox of Poetic Intent in Back-Translation: Evaluating the Quality of Large Language Models in Chinese Translation22 Apr 2025
- 2025RARE: Retrieval-Augmented Reasoning Modeling30 Mar 2025
- 2025A Survey on Knowledge-Oriented Retrieval-Augmented Generation11 Mar 2025
- 2025M+: Extending MemoryLLM with Scalable Long-Term Memory1 Feb 2025
- 2024Improving Factuality with Explicit Working Memory24 Dec 2024
- 2024CMT: A Memory Compression Method for Continual Knowledge Learning of Large Language Models10 Dec 2024
- 2024How Much Can RAG Help the Reasoning of LLM?3 Oct 2024
- 2024On The Planning Abilities of OpenAI's o1 Models: Feasibility, Optimality, and Generalizability30 Sep 2024
- 2024Towards LifeSpan Cognitive Systems20 Sep 2024
- 2024Schrodinger's Memory: Large Language Models16 Sep 2024
- 2025Memory in the Age of AI Agentscited by 285
- 2025MemGen: Weaving Generative Latent Memory for Self-Evolving Agentscited by 99
- 2025AgentFold: Long-Horizon Web Agents with Proactive Context Managementcited by 95
- 2026A Survey of Agent Memory in the Second Half: Towards Self-Evolving and Long-Horizon Agentscited by 40
- 2025Learn to Memorize: Optimizing LLM-based Agents with Adaptive Memory Frameworkcited by 25
- 2025IterResearch: Rethinking Long-Horizon Agents with Interaction Scalingcited by 22
- 2025Adaptation of Agentic AI: A Survey of Post-Training, Memory, and Skillscited by 19
- 2026Toward Efficient Agents: Memory, Tool learning, and Planningcited by 11
- 2025Text2Mem: A Unified Memory Operation Language for Memory Operating Systemcited by 3
- 2026Toward Efficient Agents: Memory, Tool learning, and Planning20 Jan 2026
- 2026A Survey of Agent Memory in the Second Half: Towards Self-Evolving and Long-Horizon Agents14 Jan 2026
- 2025Adaptation of Agentic AI: A Survey of Post-Training, Memory, and Skills18 Dec 2025
- 2025Memory in the Age of AI Agents15 Dec 2025
- 2025IterResearch: Rethinking Long-Horizon Agents with Interaction Scaling10 Nov 2025
- 2025AgentFold: Long-Horizon Web Agents with Proactive Context Management28 Oct 2025
- 2025MemGen: Weaving Generative Latent Memory for Self-Evolving Agents29 Sep 2025
- 2025Text2Mem: A Unified Memory Operation Language for Memory Operating System14 Sep 2025
- 2025Learn to Memorize: Optimizing LLM-based Agents with Adaptive Memory Framework15 Aug 2025
- 2025Rethinking Memory in LLM based Agents: Representations, Operations, and Emerging Topicscited by 36
- 2024How Much Can RAG Help the Reasoning of LLM?cited by 31
- 2025MemSearcher: Training LLMs to Reason, Search and Manage Memory via End-to-End Reinforcement Learningcited by 26
- 2025RARE: Retrieval-Augmented Reasoning Modelingcited by 11
- 2026MemCast: Memory-Driven Time Series Forecasting with Experience-Conditioned Reasoningcited by 8
- 2026MemReranker: Reasoning-Aware Reranking for Agent Memory Retrievalcited by 6
- 2026Metis: Memory Foundation Modelcited by 5
- 2025Scalable Complexity Control Facilitates Reasoning Ability of LLMscited by 1
- 2026Metis: Memory Foundation Model29 Jul 2026
- 2026MemReranker: Reasoning-Aware Reranking for Agent Memory Retrieval7 May 2026
- 2026MemCast: Memory-Driven Time Series Forecasting with Experience-Conditioned Reasoning3 Feb 2026
- 2025MemSearcher: Training LLMs to Reason, Search and Manage Memory via End-to-End Reinforcement Learning4 Nov 2025
- 2025Scalable Complexity Control Facilitates Reasoning Ability of LLMs29 May 2025
- 2025Rethinking Memory in LLM based Agents: Representations, Operations, and Emerging Topics1 May 2025
- 2025RARE: Retrieval-Augmented Reasoning Modeling30 Mar 2025
- 2024How Much Can RAG Help the Reasoning of LLM?3 Oct 2024
- 2025MemOS: A Memory OS for AI Systemcited by 129
- 2025A Survey on Knowledge-Oriented Retrieval-Augmented Generationcited by 34
- 2025MemOS: A Memory OS for AI System4 Jul 2025
- 2025A Survey on Knowledge-Oriented Retrieval-Augmented Generation11 Mar 2025
- 2025LightMem: Lightweight and Efficient Memory-Augmented Generationcited by 163
- 2025M+: Extending MemoryLLM with Scalable Long-Term Memorycited by 51
- 2024On The Planning Abilities of OpenAI's o1 Models: Feasibility, Optimality, and Generalizabilitycited by 18
- 2025Sculptor: Empowering LLMs with Cognitive Agency via Active Context Managementcited by 17
- 2024Towards LifeSpan Cognitive Systemscited by 13
- 2024Improving Factuality with Explicit Working Memorycited by 10
- 2025Memory-Augmented Transformers: A Systematic Review from Neuroscience Principles to Enhanced Model Architecturescited by 9
- 2025MemWeaver: A Hierarchical Memory from Textual Interactive Behaviors for Personalized Generationcited by 8
- 2024CMT: A Memory Compression Method for Continual Knowledge Learning of Large Language Modelscited by 6
- 2026MSA: Memory Sparse Attention for Efficient End-to-End Memory Model Scaling to 100M Tokenscited by 5
- 2025On The Role of Pretrained Language Models in General-Purpose Text Embeddings: A Surveycited by 3
- 2024Schrodinger's Memory: Large Language Modelscited by 2
12 most cited of 19 All 19 (JSON)
- 2026Towards a Formal Definition of Agent Memory: Basis, Span, Optimality, and the Sequential Memory Problem12 Aug 2026
- 2026DYNA : Dynamic Episodic Memory Networks for Augmenting Large Language Models with Temporal Knowledge Graphs in Continuous Learning14 Jun 2026
- 2026Position: Hippocampal Explicit Memory Is the Cornerstone for AGI5 Jun 2026
- 2026How LoRA Remembers? A Parametric Memory Law for LLM Finetuning28 May 2026
- 2026MSA: Memory Sparse Attention for Efficient End-to-End Memory Model Scaling to 100M Tokens6 Mar 2026
- 2025LightMem: Lightweight and Efficient Memory-Augmented Generation21 Oct 2025
- 2025MemWeaver: A Hierarchical Memory from Textual Interactive Behaviors for Personalized Generation9 Oct 2025
- 2025A Lightweight Framework for Trigger-Guided LoRA-Based Self-Adaptation in LLMs5 Sep 2025
- 2025Memory-Augmented Transformers: A Systematic Review from Neuroscience Principles to Enhanced Model Architectures14 Aug 2025
- 2025Sculptor: Empowering LLMs with Cognitive Agency via Active Context Management6 Aug 2025
- 2025On The Role of Pretrained Language Models in General-Purpose Text Embeddings: A Survey28 Jul 2025
- 2025Memorization and Knowledge Injection in Gated LLMs30 Apr 2025
12 newest of 19 All 19 (JSON)
Similar, not cited
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- 2025Pretraining with hierarchical memories: separating long-tail and common knowledge
- 2025MLP Memory: A Retriever-Pretrained Memory for Large Language Models
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- 2023LLM in a flash: Efficient Large Language Model Inference with Limited Memory
- 2026TokenMem: Faithful Knowledge Injection for Frozen LLMs
- 2022When Not to Trust Language Models: Investigating Effectiveness of Parametric and Non-Parametric Memories
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