# PonderLM-3: Adaptive Token-Wise Pondering with Differentiable Masking

arXiv: https://arxiv.org/abs/2603.02023 · HTML: https://mlsanity.com/paper/2603.02023/

## Key facts

- Cited by 4 papers in the map (data through 14 Oct 2026).
- Placed in Test-time compute and efficient thinking, one of 17 directions in LLM reasoning.
- Builds on 33 of its 37 references that are in the map.
- First posted on arXiv 2 Mar 2026.

## Placed in

- LLM reasoning / [Test-time compute and efficient thinking](https://mlsanity.com/lr/test-time-compute-and-efficient-thinking/)

## Builds on (most cited first, 30 of 33)

- [Chain-of-Thought Prompting Elicits Reasoning in Large Language Models](https://mlsanity.com/paper/2201.11903/) (2022)
- [Training Verifiers to Solve Math Word Problems](https://mlsanity.com/paper/2110.14168/) (2021)
- [Scaling Laws for Neural Language Models](https://mlsanity.com/paper/2001.08361/) (2020)
- [Think you have Solved Question Answering? Try ARC, the AI2 Reasoning Challenge](https://mlsanity.com/paper/1803.05457/) (2018)
- [HellaSwag: Can a Machine Really Finish Your Sentence?](https://mlsanity.com/paper/1905.07830/) (2019)
- [PIQA: Reasoning about Physical Commonsense in Natural Language](https://mlsanity.com/paper/1911.11641/) (2019)
- [The Pile: An 800GB Dataset of Diverse Text for Language Modeling](https://mlsanity.com/paper/2101.00027/) (2020)
- [Scaling LLM Test-Time Compute Optimally can be More Effective than Scaling Model Parameters](https://mlsanity.com/paper/2408.03314/) (2024)
- [Fast Inference from Transformers via Speculative Decoding](https://mlsanity.com/paper/2211.17192/) (2022)
- [The LAMBADA dataset: Word prediction requiring a broad discourse context](https://mlsanity.com/paper/1606.06031/) (2016)
- [RACE: Large-scale ReAding Comprehension Dataset From Examinations](https://mlsanity.com/paper/1704.04683/) (2017)
- [Training Large Language Models to Reason in a Continuous Latent Space](https://mlsanity.com/paper/2412.06769/) (2024)
- [Crowdsourcing Multiple Choice Science Questions](https://mlsanity.com/paper/1707.06209/) (2017)
- [Adaptive Computation Time for Recurrent Neural Networks](https://mlsanity.com/paper/1603.08983/) (2016)
- [Scaling up Test-Time Compute with Latent Reasoning: A Recurrent Depth Approach](https://mlsanity.com/paper/2502.05171/) (2025)
- [Confident Adaptive Language Modeling](https://mlsanity.com/paper/2207.07061/) (2022)
- [LayerSkip: Enabling Early Exit Inference and Self-Speculative Decoding](https://mlsanity.com/paper/2404.16710/) (2024)
- [Quiet-STaR: Language Models Can Teach Themselves to Think Before Speaking](https://mlsanity.com/paper/2403.09629/) (2024)
- [Think before you speak: Training Language Models With Pause Tokens](https://mlsanity.com/paper/2310.02226/) (2023)
- [Mixture-of-Depths: Dynamically allocating compute in transformer-based language models](https://mlsanity.com/paper/2404.02258/) (2024)
- [Reasoning with Latent Thoughts: On the Power of Looped Transformers](https://mlsanity.com/paper/2502.17416/) (2025)
- [Looped Transformers as Programmable Computers](https://mlsanity.com/paper/2301.13196/) (2023)
- [Deep Think with Confidence](https://mlsanity.com/paper/2508.15260/) (2025)
- [PonderNet: Learning to Ponder](https://mlsanity.com/paper/2107.05407/) (2021)
- [Mixture-of-Recursions: Learning Dynamic Recursive Depths for Adaptive Token-Level Computation](https://mlsanity.com/paper/2507.10524/) (2025)
- [Fast Best-of-N Decoding via Speculative Rejection](https://mlsanity.com/paper/2410.20290/) (2024)
- [Dynamic Chunking for End-to-End Hierarchical Sequence Modeling](https://mlsanity.com/paper/2507.07955/) (2025)
- [Guiding Language Model Reasoning with Planning Tokens](https://mlsanity.com/paper/2310.05707/) (2023)
- [Inner Thinking Transformer: Leveraging Dynamic Depth Scaling to Foster Adaptive Internal Thinking](https://mlsanity.com/paper/2502.13842/) (2025)
- [PonderLM: Pretraining Language Models to Ponder in Continuous Space](https://mlsanity.com/paper/2505.20674/) (2025)

## Built on by (most cited first, 4 of 4)

- [The Latent Space: Foundation, Evolution, Mechanism, Ability, and Outlook](https://mlsanity.com/paper/2604.02029/) (2026)
- [Depth-adaptive Inference of Looped Language Models via Continuous Depth Batching](https://mlsanity.com/paper/2608.09444/) (2026)
- [Improving Test-Time Scaling with Adaptive Looped Transformers](https://mlsanity.com/paper/2609.35748/) (2026)
- [WhiteMatter: All-to-All Cross-Layer Connections via KV Source Mixing](https://mlsanity.com/paper/2608.18486/) (2026)

## Abstract (arXiv)

Test-time scaling has shown that allocating more additional computation at inference can improve generation quality, motivating a natural follow-up question: where should this computation be spent? Building on this insight, we introduce PonderLM-3, a pretraining framework for token-wise adaptive pondering that learns to selectively allocate additional computation under purely self-supervised objectives, built on top of the PonderLM-2 backbone. This makes additional inference computation an allocatable per-token resource, so tokens receive more computation only when it is beneficial, rather than paying a uniform extra cost. To make this allocation learnable while maintaining train-inference consistency, PonderLM-3 injects a differentiable attention mask during pretraining and pairs it with a matching hard pruning rule at inference. PonderLM-3 defines a stronger Pareto frontier: compared with existing recursive or adaptive baselines, it achieves lower pretraining perplexity at equal inference FLOPs. On downstream benchmarks, PonderLM-3 attains comparable performance to fixed-step PonderLM-2 under the same maximum number of additional computation steps, while using fewer inference FLOPs in practice. Overall, PonderLM-3 provides an end-to-end differentiable and train-inference consistent framework for token-wise adaptive computation, enabling additional inference compute to be allocated where it is most useful rather than paid uniformly by every token.