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Language Models Need Sleep: Learning to Self-Modify and Consolidate Memories

A paper posted to arXiv on 2 June 2026 and revised 10 July 2026 proposes a "Sleep" paradigm that lets large language models continually learn by distilling short-term in-context memories into long-term parameters. The two-stage approach, from author Ali Behrouz, combines "Memory Consolidation" — a Knowledge Seeding process pairing on-policy distillation with reinforcement-learning-based imitation learning to move a smaller model's memories into a larger network — with a "Dreaming" self-improvement phase in which the model uses RL to generate synthetic-data curricula without human supervision. Experiments on long-horizon, continual learning, knowledge incorporation and few-shot generalization tasks support the importance of the sleep stage, the authors report.

read2 min views3 publishedOct 31, 2026
Language Models Need Sleep: Learning to Self-Modify and Consolidate Memories
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  [Submitted on 2 Jun 2026 (

[v1](https://arxiv.org/abs/2606.03979v1)), last revised 10 Jul 2026 (this version, v2)]

[View PDF](https://arxiv.org/pdf/2606.03979)

[HTML (experimental)](https://arxiv.org/html/2606.03979v2)

Abstract:The past few decades have witnessed significant advances in the design of machine learning algorithms, from early studies on task-specific shallow models to more general deep Large Language Models (LLMs). Despite showing promising results in tasks that require instant prediction or in-context learning, existing models lack the ability to continually learn and effectively transfer their temporal in-context knowledge to their long-term parameters. Inspired by human learning process, we introduce a ''Sleep'' paradigm that allows the models to continually learn, distill their short-term fragile memories into stable long-term knowledge with replay, and recursively improve themselves with ''Dreaming'' process. In more detail, sleep consists of two stages: (1) Memory Consolidation: an upward distillation process, called Knowledge Seeding, where the memories of a smaller-self are distilled into a larger network to provide more capacity while preserving the knowledge. As a proof of concept, we present a new Generalized Distillation process for {Knowledge Seeding} (i.e., the combination of on-policy distillation with Reinforcement Learning (RL)-based imitation learning); (2) Dreaming: a self-improvement phase, where the model uses RL to generate a curriculum of synthetic data to rehearse new knowledge and refine existing capabilities without human supervision. Our experiments on long-horizon, continual learning, knowledge incorporation, and few-shot generalization tasks support the importance of the sleep stage.

Submission history #

From: Ali Behrouz [
[view email](https://arxiv.org/show-email/8d432d4f/2606.03979)]

**Tue, 2 Jun 2026 17:56:55 UTC (2,961 KB)**

[\[v1\]](https://arxiv.org/abs/2606.03979v1)
**[v2]** Fri, 10 Jul 2026 17:52:03 UTC (2,961 KB)

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