Latent Space: The AI Engineer Podcast

In 2025, seven-month-old startup Axiom solved all 12 of the problems Putnam exam (scoring 8/12 in the time limit) a prestigious undergraduate math exam. The 12/12 score is better than the top undergraduates (110/120) and the closest AI system that reported a result (DeepSeek 103/120), although it is unclear what the people and other systems would have scored with more time. Nonetheless, the Putnam exam is legendary for its difficulty, with the median score typically being 0 or 1 points. Taken by itself, this seems like a minor feather in the cap of AI; one of a long series of accomplishments by AI systems in elite competitions with humans, starting with Deep Blue beating Kasparov.
Fast forward to mid-2026, and Claude Code is eating the world. In 2024 Anthropic’s bet on code and enterprise looked like a more pragmatic niche play vs. OpenAI’s better models and massive consume scale. Today, Amodei’s all in bet on acceleration via code (images and video be damned) seems prescient.
Despite Anthropic’s growing momentum, however, Axiom CEO Carina Hong sees coding ability as a necessary but not sufficient milestone on the path to AGI. Code arguably pushes the jagged frontier to the point of super intelligence in some domains outside of coding, but there are surprising gaps (link) that Carina believes will bottleneck AI progress. (Stats on math benchmarks).
The informal bottleneck
“Verified AI” sounds like eating broccoli (footnote: I actually love broccoli, but then again, I also believe strongly in Test Driven Development, so ¯\(ツ)/¯ ) and paying taxes, but to Axiom it means something very different. “Verification to me is about scaling brilliance, compounding brilliance,” Carina told us.
It actually took a while for me to understand what she means by this. It sounded like marketing-speak to me, until it clicked. Carina emphasizes an story about legendary mathematician Srinivasa Ramanujan to illustrate the point. When G.H. Hardy finally persuaded Ramanujan to formally prove theorems instead of relying on his (formidable) intuition, it reportedly improved his own capabilities. This is presumably because formally proving things forced Ramanujan to articulate the details in a way that open up new lines of thinking, etc. This is one part of “compounding.”
But formally proving things also allowed others to benefit from his intuition: the proofs are way of communicating an intuition and persuading others that the intuition is correct. This is scaling (more people use the result) and compounding (people can learn from and build on his work).
This is the analogy that Carina wants us to focus on.
Verified Generation
There are two ways that Verified AI shows up: in training and in inference.
But a quick detour: to a first approximation, “Formal Verification” means using type checkers (like for TypeScript, C++ or Rust, but more capable) to verify mathematical proofs that are meticulously specified using a language like Lean (footnote: Formal verification also includes model checking (TLA+, SPIN), SMT-based tools (Dafny, F*, Why3), and refinement-type systems (Liquid Haskell) — many of which don’t look much like “type checking a proof” from the user’s perspective even when there’s a similar logical core underneath. It also gets applied to software and hardware correctness, not only pure mathematics.). It takes a lot of work to translate an “informal” proof (albeit one that most people would not remotely call “informal”) in to a Lean proof (footnote: This is an understatement. Most theorems remain informal because formalization is so hard to do. There has been a great deal of effort to formalize the most important proofs, with mixed results)
You can imagine how this would be (very) useful during Reinforcement Learning: instead of relying on best guesses based on statistics (GRPO, RLHF, etc.), you can just verify the proof is correct using a Lean verifier. This is obviously a much stronger reward signal, akin to compiling code and testing it (which is what is typically done with RL on coding).
The catch: LLM are not (currently) very good at proving things with Lean.
Enter Axiom: While they have not officially reported benchmark numbers besides the 12/12 Putnam result, Carina reports that they have achieved a very impressive 99% (187/189) ProofGen on the Verina benchmark. This benchmark is to generate code and proof of correctness for a series of problems. For context, OpenAI o3 (the last known OpenAI run) achieved 4.9% on this benchmark.
Based on the sparse benchmarking, it’s hard to say what the frontier labs are currently doing, but Carina suggests that they still are not training to generate Lean proofs directly, rather relying on informal proofs.
Time will tell if the frontier labs’ current approaches will close this gap.
Scaling and compounding
Carina’s Ramanujan analogy is pretty direct. Better proofs → better Lean generation → better RL. A stronger signal means higher sample efficiency and higher maximum performance. Great!
Scaling is pretty clear too: once I have proved something in Lean, the quality of the output is basically (footnote: one might argue that its a bit lower because the proof is in distribution for the LLM) as high as if it came from a human, so my high quality training set has grown in a way that an informal rollout corpus cannot. I can trust my Lean proofs.
Compounding is also clear: now all of future inference and training can build upon those proofs.
On the other hand, a model trained only using statistical signals like GRPO during RL lacks the sample efficiency, maximum performance and compounding corpus that a system that uses formal verification benefits from.
All roads lead to verification
Broccoli and taxes notwithstanding, “verification” has shown up in a lot of conversations recently. In the in physical system control:
“I think [verifiability] is probably the hardest problem right now, because the as the models get better, it can be harder and harder to find the faults on the system. And so the problem of doing proper eval to find those faults, that problem also keeps getting harder as the models get better.” -
In theoretical physics:
“…now that we’re in this regime where you can just get ChatGPT to tackle thousands of questions at the same time, it will return proofs for a significant fraction of them. Now actually the onus is back on the humans to verify all the outputs. And so, yeah, as that becomes a bottleneck, I think formalizing math and automating verification will become more valuable.” -
Verification is, in fact, the key differences between AI for science and AI for computation: in science you to have to actually test (verify) your hypothesis by performing physical experiments. Lab in the loop systems like Radical AI and Lila build around exactly this premise (we have recorded episodes with both of these teams and will release them soon!)
And yes, formally verifying critical systems such as flight control, nuclear power plants and pacemakers is a growing focus as the software and hardware that run them becomes more complex.
Carina believes so strongly that AGI requires verified generation that she makes the unqualified claim that “We do not believe there is any other possible future.”
Expensive to produce, cheap to verify
Lean proofs are hard generate, but they can be easily shown to be correct or incorrect. But how do you know that the proof you created maps correctly to the problem you care about? As Carina puts it: “Anything that can be specified can be proven. Humans are bad at specifying everything we want.”
Are we now in the specification business? Check out the episode to hear Carina’s take, as well as:
* Why hardware verification is a killer app
* Details on the AXLE open API and recently released Discovery toolkit
* The Erdos debacle
* The OpenAI GPT-f diaspora


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We’ve informally heard that Satya is a listener to LS for a couple years now, but it was still absolutely surreal to meet him and do a live pod at Build, together with our friends at No Priors, the leading VC AI Podcast that we also greatly admire!
We covered the MAI model technical takeaways on yesterday’s AINews, so I will focus our recap of Satya’s main messages around three elements:
* Satya’s adaptation of the Bill Gates Line for positioning Microsoft as the Frontier Intelligence Platform — customers must gain much more value from the Microsoft ecosystem than Microsoft itself, by building on multi-model harnesses like OpenClaw and Scout, drawing on the full enterprise context exposed by context layers like Work IQ (heavily dogfooded by his C-suite), and building up private evals and traces as a new form of Token IP
* AI ROI: On one hand, enterprises are having difficult conversations around Tokenmaxxing and Layoffs, and on the other hand, there are serious re-evaluations of the End of SaaS since the Build vs Buy equation has changed so much. Our previous SemiAnalysis guest had… interesting comments on Microsoft’s position on this as the ur-SaaS titan, and Satya had great answers
* Making the Impossible Possible: Kevin Scott’s inspiring framing around what the most ambitious version of applying AI and technology at large to business and social problems, like education and social impact.

Enjoy!
Full Video
Transcript
Voiceover: Welcome swyx, Sarah Guo, Elad Gil,, and Chairman and Chief Executive Officer of Microsoft, Satya Nadella
Sarah Guo: Welcome to a crossover episode of No Priors and Lane Space with Satya Nadella. Um, congratulations on an amazing build. No, thank you so much, and it’s great to be with both of you. I listen to both of you or b- both the podcasts all the time. It’s great to be on it.
Thank you so much. [00:01:00] So you’re just talking about, um, these amazing, uh, announcements from across the Microsoft estate all morning for, I think, three hours. What is the, uh, what’s the most important reflection or takeaway you have?
AI as an Ecosystem Platform
Sarah Guo: I, I’d say there are, uh, perhaps the, the biggest one for me is let’s sort of conceptualize this more as an ecosystem play as opposed to a single model or even a single platform, right?
Satya Nadella: I mean, you know, whatever I... At least for me, having grown up at Microsoft, having seen, whatever, four major platform shifts, uh, I sort of fall into that, um, uh, camp where a platform is defined by fundamentally its ability to create more value about the platform versus what’s captured in the platform. And so if you, you view what’s happening right now, I think this morning’s keynote was how can any company, whether it’s an AI native company or a traditional enterprise company, participate as a first-class participant where they can point to AI they created, [00:02:00] right?
It’s not that they don’t use other people’s AI. Of course they will. But to me, what’s the path? What’s the recipe? How do I do it? What does a stack look like? What does the tooling look like? What is valuable? How do you do that? That’s it. That’s sort of our job to do. Yeah. Ecosystem strategy is, uh, very complicated, right?
Sarah Guo: Because you end up building certain components, partnering for certain components, supporting them. You just announced this big suite of models. Like, tell us a little bit about the, uh, training strategy for Microsoft now. Yeah.
MAI Models & Training Strategy
Sarah Guo: So, so the thing that we wanted to do with the MAI models was to build, and as Mustafa talked about, first of all, a great lineage, right?
Satya Nadella: Starting with pre-training, uh, with very good data quality, uh, doing all the ablations, making sure because in, in some sense it’s becoming even harder to build a clean lineage model just because there’s so much stuff out there, uh, that you truly need to ablate out to be able to have a fantastic [00:03:00] pre-trained model.
In fact, that’s one of the challenges of a lot of the open weight models is they look great on one benchmark or two, but they’re not great on practice. So that’s why, in fact, even in the RFDEs are, they, they are pretty gone really excited about these MAI models because how the heck can a small five B model hill climb?
Uh, and it goes back a little bit to what I think is ultimately the key thing to do, which is try to pursue finding that cognitive core. Uh, so to me, starting with a clean lineage- Then creating that ability for companies to be able to use this, right? Not just as a generalist, but to create their own specialist by building this hill climbing scaffold around it, right?
So it’s not just the model, but you have a hill climb scaffold around it, then you will start building your RLE. You will start collecting the traces. Most importantly, you’ll have private evals because we know all the evals out there are good, interesting, [00:04:00] but they’re not really that critical- They’re work, yeah
Swyx: at this point because they all can be maxed. And so the point is each company will have its own private eval. And so that end-to-end platform story around our models is sort of, uh, what I think is interesting. And then the one other thing, Sarah, since you brought that up, is I do feel there’s a new frontier.
Satya Nadella: Like people talk about the frontier and are you operating at the frontier. Um, interestingly enough, if you add a little temporality to it, you can use, let’s say, in, in, in fact, the, the Lando Lakes demo we showed was pretty cool. We used, whatever, GPT-55, right? Then you collected a bunch of traces, and then you took a 5B reasoning model and achieved higher.
Sarah Guo: Uh, so that is another aspect of what it means to appear... uh, you know, operate at the frontier Yeah. I, I think, uh, I first of all have to congratulate you on basically building a frontier neo lab inside of Microsoft in two years. Um, I’m wondering, you know, you have all this AI strategy that you’re rolling out.
Lessons from Two Years of AI Development
Swyx: I’m wondering, what do you know now that you wish you would tell yourself two years ago where- or two or [00:05:00] three years ago? Three years for the Jensen partnership, two years for, uh, MEI. Yeah, I mean, I think the, the thing when, that I reflect quite a bit, right, which is sort of obviously I got into all this when I got excited by the, the scaling laws paper and, you know, when, you know, even the OpenAI partnership came about when those folks said, “Hey, we’re gonna really throw a lot of computer transformers.”
Satya Nadella: Uh, and they’ve helped. I- the thing that I always look back and say, “Wow, these things, uh, do have capability that they’re climbing up.” W- I mean, this, you know, this crude way of saying it is intelligence is log of compute kind of works. Now what I think we underestimated perhaps is the real-world complexity of deploying these so that they actually deliver the value in the real world, right?
So the outcomes as measured by any benchmark is interestingly important, but the true eval is when people out there are able to do unique things that they only can value, and it’s very [00:06:00] measurable, right? That I wish we had sort of even, like, had more in our consciousness, right? Which is as an industry.
Sarah Guo: Because right now I think when people say, “Wow, I don’t want a token max,” it’s an artifact of us not having thought ourselves as an industry that we are using tokens to create value every step of the way. So I think that’s kind of what I wish we had gotten there, but I’m glad we are here.
Real-World Value & Use Cases
Sarah Guo: What are some of the use cases that you’ve seen that have created the most value for your customers?
Because I know that people talk a lot about code, and I think it’s pretty clear that that’s something that’s having very large scale impact. Are there other areas that you find in common that your customers are really benefiting from? Yeah. I think, yeah, to your point, obviously coding is now got... But it’s interesting, by the way, Elijah, to even talk about the coding, right?
Satya Nadella: Which is coding has worked so well that we now have to rebuild the IDE, right? I mean, it’s kind of nuts to see what we sh- launched is like, oh my God, I have these hundred agent sessions. I... The cognitive load it transfers back to me as a human is so [00:07:00] excessive that now I need a new UI. Uh, oh, by the way, I, like the, the chat as the only artifact was also impossible, so that’s why we need a canvas.
So it’s kind of interesting for all the things about where is software needed or where is UI needed, uh, you kind of need that even for code, right? In a fully agentic world. But that said, one of the things that we are starting to see, we started seeing with co-work, but even some of the work we, we showed with auto com- uh, um, autopilot Right on what you see with claws is a good one because if you sort of think about a lot of human capital is doing the glue work, right?
If you now can augment that with tokens/agents that are long-running, durable, right, then your ability to scale even what is still judgment and glue work gets amplified like coding does. Uh, so you can... Like, I’m positive that six months from now we’ll all be saying, “Oh, wow,” like, all through ni- the night there was a bunch of stuff that [00:08:00] all these autopilots that I have working on my behalf with my delegated authority, so to speak, right?
I can... Sort of given even my identity, did a bunch of work, then of course I’ll need my new ADE to say, “Well, what did you do?” Like, I might... “Did I do this work?” And so on. So I think that that’s where compressing of workflows, uh, completing of tasks, uh, that’s where I think a lot of the value gets created. I think you raised a really interesting point, which is there’s the actual agent that’s doing the code, and then there’s a harness around it, and that’s the environment, that’s the context, that’s everything you’re setting up as a developer around actually a coding agent.
The Harness Concept for Enterprise AI
Sarah Guo: What is the harness for the enterprise? Is there an equivalent concept for broader productivity work, or how do you think about that concept sort of generalized? That’s right. So, so in some sense you kind of want the harness to define the models, the, the data, uh, and the tools, and so that you have a loop across those three.
Satya Nadella: And so what we are trying to, first of all, make sure is each of our products that we build, right, whether it’s GitHub Copilot or the security copi- the, the [00:09:00] stuff we showed with MDASH or even the discovery for science, it doesn’t matter, all of them are multi-model harnesses, um, with tools access so that you can do this progressive, uh, disclosure of tools even so that they’re token efficient.
Uh, and then you’re feeding it with very rich context because that’s sort of the other hard lesson we have learned in the last two years is, oh my God, the amount of work you need to do to prep the context layer, uh, such that your plan can execute in the most efficient way is where the magic is. So we have, in our case, we have the GitHub harness, which essentially we’re using across all our products.
It’s available in Foundry, and we are open, like you can use your Llama harness, whatever. Or you can use the, um, uh, you know, any open harness or any harness of yours and train with your tools and multiple models and your context. And so that’s the pitch. Because right now a lot of dialogue is, um, “Hey, if I train the harness plus tools and the model together, you get [00:10:00] evals.”
Elad Gil: And what we are proving out is... And the best example of that is what we did with MDASH, right? Because when it launched, uh, it found bugs or vulnerabilities that were not found by Mythos Uh, and so there is existence proof, I would claim, that you can have a multimodal harness, uh, that can in fact be more, uh, performant in the real world So a premise behind the, uh, training at the independent frontier labs is really, you know, we’re gonna have these models, and we’ll have an API business, and we’ll support enterprises and startups.
Sarah Guo: But
Platform Strategy & Developer Ecosystem
Sarah Guo: a first-party product, be it productivity or code or search, drives the majority of revenue. That’s a different value equation than you’re describing, I think, with the Microsoft ecosystem. Uh, if, if that’s the case, tell me if it’s the case, uh, ‘cause obviously you have first-party products and you have enablement products.
Satya Nadella: Um, what is the role of the develop- Like what is gonna be hard and the set of skills and the value capture the developer has in that world? Yeah. So I think that there’s always [00:11:00] gonna be the case that someone who is super successful in- as a platform builder can also have first-party products. It was true with Windows.
It is true, uh, with, uh, the, the SaaS side and the cloud side as well with us and others and so on. But the thing that is, is it should not be a limiter to other people achieving that same success, right? That I think is the core difference, which is the, the network effects this time around, around intelligence are such because they learn from data, and not really lots of data.
It’s just a few samples that you have to see to understand what’s novel about something. So that’s why the game becomes how to protect. So that’s why I would say every company, having private evals may be the biggest IP, right? Think about it, like what’s that private eval that you can then use even a frontier model to hill climb on and not leak the traces may be one of the biggest [00:12:00] drivers, uh, of IP.
Like, so in other words, another te- acid test is you have an eval that’s private. You’re using, uh, a g- a Model A. Can you switch it to Model B and e- you know, climb up? If you can, then you’re in control. If you can’t, you’re not in control, and that’s where even the harness decision becomes super important, right?
swyx So therefore, having an open harness, letting all models come in, having your evals, your context, your tools help you hill climb, I think is the skills that an AI native startup needs, a SaaS company needs, or every enterprise needs. Yeah, I think in, in a very real way you are ... Microsoft historically is an operating systems company and th- then become a cloud company.
Maybe like the third act is that you’re a harness or evals company. Whatever w- ... whatever the, the sort of conglomerate of concepts that you wanna put together. Um, and, and I think like enabling every company to have like frontier intelligence or what- what- Yeah ... I forget the, the [00:13:00] exact term that you used, um, is the, is the mission, right?
Satya Nadella: That’s it. Like that is, that is the platform promise, that you build with us, you will get your intelligence, uh, for your data. That’s it. That ... To, to me, that is the ... Like if there was one tagline, uh, for this entire developer conference is- Can everybody operate at the frontier with their frontier intelligence, right?
To me, that is so important because otherwise it, I, I don’t know how you achieve stable equilibrium, right? Which is how do I then go and say, “Well, my company is gonna have a terminal value because I now know how to continuously compound-” Yeah ... on top of what’s a platform that gets better,” right? So when, like Windows obviously came out, Adobe built, Autodesk built, uh, or even like take what Jensen said.
We built DX and he built, you know, CUDA on top of it. Um, right? I mean, I always say to Jensen, “God, I got the short end of that,” right? “I wish, uh, we had recognized it.” But nevertheless, but that, that idea that you can build a platform layer [00:14:00] that someone else can then extend out, um, and build their own intelligence layer in this case, I think is everything, right?
Without it, why have a developer conference? I can just come and have you all sort of just worship at the altar of one model. Yeah. But that’s not a developer conference. Uh,
IP, Evals & Company Value
swyx: backstage we, we had a discussion about what is IP or what is the, the value in a company. It used to be the length of, uh, human experience at a company, and now it’s this other thing which is the evals, the, uh, experience in sort of applying agents to the company. Can you... I just want you to like flesh that out a bit more ‘cause- Yeah ... it was very insightful.
Satya Nadella: It’s a great way to frame it, right? Because yeah, at the end of the day, every company is gonna have both the human capital that is still gonna be super valuable, uh, because humans, uh, and their ability to find the gaps that exist at all times is going to be the way we all will create value, right?
I mean, so I’m definitely in the camp that this is going to be about expressing new forms of human agency and ambition even as token capital goes up, right? So let’s say a cor- any corporation [00:15:00] has lots of tokens and lot of human capital. The question is how do you compound the two? So if you have a... Like if you take in Teams I have a bunch of agents doing work and a bunch of humans doing work, and the traces between those, that is really important context of how that enterprise is creating value.
Then that goes back to train not a generalist model, but to train the company veteran agent, uh, right? That is super valuable again, right? Which is when a company goes says, “It should in fact go onto the balance sheet,” is how I think about it, right? That’s so... In fact, there may be... Like human capital was never possible to go put on a balance sheet, uh, because you didn’t know how to capture the tacit knowledge.
swyx: Whereas now I think you can with the agents that have learned through the h- through, through time, through all the traces. Uh, so that’s what at least we think will happen. I, I think the SEC is gonna have to have accounting standards- ... for token, uh, expertise Uh, y- y- you’re talking about the equilibrium [00:16:00] state, um, and a stable equilibrium where companies have this compounding value and can see terminal value for themselves.
Future of SaaS & Business Models
Sarah Guo: Another challenge to, you know, the considered equilibrium of, okay, there are applications and workflows that are sort of common to a vertical or a horizontal. Um, and this was, like, the generation of SaaS companies and, you know, Microsoft has lots of SaaS properties as well. And then there are things that are very specific to every enterprise that they’re differentiated against.
Elad Gil: Um, I’m sure you have heard much and participate in much of the debate about the end of software because all these workflows are, are cheap to generate now. Um, do you think the equilibrium looks different between what agents get built- Yeah ... in enterprises versus in their vendors in the future? Yeah. So I think what’s happening there is, see, we, we had a particular way we captured, um, I would say workflow in apps, right?
Satya Nadella: Because we built a, a data model, right? We schematized some part of some business process. Mm-hmm. We then built a bunch of business logic. Yep. And then we put a bunch of UI [00:17:00] on top of it, right? So that’s kind of what every SaaS company- And a little configuration. For, like, 20, 20 years that was the plan.
Right, that- Yeah ... and that was it. So interestingly enough, now you kind of get to re-litigate that vertical stacking, right? So I still think, for example, that data model that you built underneath every SaaS application is super good, right? Like, why reinvent it? Like, I, I, my general ledger better be a general ledger.
I don’t need new schema creation. No. Uh, in fact, that entity relationship, uh, is actually pretty good, robust thing that I want to feed. And you want it to be stable. That’s right. Yeah. Then same thing with business logic, right? If, if you look at, uh... We have this product called Power BI, right? It is like dashboards galore people created.
The beauty underneath that dashboard is a very rich semantic model, right? Someone took the pain to create a dashboard and do all the measures, and you want that. That’s business logic, right? I want that to be available to me. So I think the [00:18:00] challenge of the SaaS business model is we packaged one way. We now have to learn how to unbundle these things and rebundle in new ways and discover new business models, right?
I mean, if you look at it, d- what’s happening today with Microsoft 365 is a great example, right? We have this thing called Work IQ. In fact, like, what we are realizing is, oh my God, like, you know, if you look at... In fact, there’s a pa- historical parallel too, right? We sold first Exchange and SharePoint and, uh, you know, before Teams, we had a thing called Lync Server and what have you, and we thought, “Oh, that’s all gonna move to the cloud.”
But little did we realize that, um, the number of people who will use servers in the cloud is 10X, 100X, right? Because people were not buying servers, they were just buying a subscription. Mm-hmm. The same thing is now happening with M365 because with Work IQ, we have exposed what is perhaps the most important database in a company that never got used as a database because it was only captive to our apps.
Mm-hmm. Right? It, it was all email operated on it, Teams operated [00:19:00] on it, Word, Excel, PowerPoint, SharePoint. But now, like this is one of the coo- coolest things I get to do with Work IQ. I go to a GitHub repo and I say, “Hey, I attended a bunch of design meetings last week related to this repo. Can you capture all that and tell me what changes I should make?”
I mean, think about that, right? It literally can go look at all those transcripts, come back with a plan to change a code base, right? Previously, you could never have thought of using M365 for something like that. So the value creation opportunity now in the agent world is in fact 10X more, but it does require us to have...
Sarah Guo: For example, there’s going to be usage around M365, right? Which is going to be perhaps more than even the e- end users and we have to even re-architect. Like, in fact, like what I use to serve an inbox or a mailbox cannot be used to serve an agent. Uh, and so that’s sort of what we are doing.
Pricing Models: Per-User, Consumption & Outcomes
Sarah Guo: I don’t believe in, like, permanent business models for any of these domains, but in the [00:20:00] near term, do you have a prediction between, uh, you know, outcomes-based pricing, token-based pricing?
Elad Gil: Enterprise bundles Yeah. The way I- I think about this is always we’ve had... Like, let’s even take the per-user pricing. Mm-hmm. The per-user pricing is really an artifact of someone creating a budget needing certainty, right? Because it’s the most important thing. Like, somebody wants a budget- Mm-hmm ... they need a per user.
Satya Nadella: And, and per user is just a set of entitlements to usage, right? That’s kind of what it is. And so the way is, if the first bundling will be take some usage, bundle it into per user stacks and, you know, then sell subscriptions. So subscriptions I think are gonna be there, per user is gonna be there. Then the next big thing will be consumption.
So people will say, “I want consumption.” And it’s also possible that people will say, “I don’t even want to pay for any of the subscriptions or the consumption’s outcome.” Mm. But remember, most people love outcomes until they have an outcome, because once you have an outcome, it’s like giving away royalty, [00:21:00] right?
Mm. I mean, like I, I’ve talked to customers who love, you know, outcome-based pricing, and I say, “I’m all in,” until they, “Oh my God,” like, “what are you talking about? You’re sharing in my outcome? No, no, no. I want you to go back to per-user pricing, and I want you to consumption price,” right? So I think that debate will go on.
Uh, but and all, all, all of these business models have a particular time and a place versus one to rule them all. And if anything, if you’re a SaaS vendor or you’re a platform vendor, having that flexibility... And quite frankly, we face this with GitHub, right? We just recently announced a per-user pricing on GitHub because little, you know, we- GitHub Copilot was constructed at a per-user level before we understood even, uh, the intensity of usage of agents, right?
It was an interactive way for a developer to use code complete, maybe tasks. It was not like, oh, I launched 10,000, you know, agents that are going on all day, right? So that is what the adjustment is about. So now that we really want, there will [00:22:00] always be a per user, but there will have to be a consumption meter.
Durability of SaaS & Build vs Buy
Sarah Guo: How do you think about the durability of SaaS more generally? One thing I’ve observed is in a lot of enterprises internally, there will be teams that almost have agent euphoria. They’re so excited about the explosion of things they can build that they’re trying to rebuild a lot of applications or going to their SaaS vendors and saying, “We’re not gonna work with you anymore,” or, “We’re considering an internal project.”
And it seems like in six to nine months, maybe some of those people will come back and say, “Actually, we, we can’t rebuild everything.” How do you think about what’s durable in this world and what isn’t? Yeah, it’s a... It... I think we have to go through one full budget cycle on this to really see the, um- Uh, the sort of the emergence of the equilibrium, because at the end of the day, there’s marginal cost to even generating the app, right?
Elad Gil: In, in fact, there can be even a, a simple way to say it, like if you should always acquire something if the marginal cost of building and maintaining, uh, something on your own is higher. Uh, right? That should be like it’s a quantifiable- Yeah. Right? A quantifiable thing. And [00:23:00] the maintenance part is important, right?
Even, like you got to remember like, hey, you know, all the security stuff that now AI will find, you better fix them too fast. Uh, of course, there’s a coding agent to help you with, but then that burns tokens, right? So whose responsibility is it? It’s kind of like a, a cycle that you’ve got to think through.
And I think we have gone through the excitement that I can generate a lot of software. I think the next thing would be what software do I really want to generate? Mm-hmm. What software do I want to use from others? How do I compose these two into some agentic workflow that I have agency over, right?
Sarah Guo: Because I think there’ll be very little tolerance for anybody who’s inflexible, uh, at the vendor level. Uh, but at the same time, I think that anyone who has got that flexibility shows up, delivers the value, will be back at again, right? We’re selling software, uh, but with just different business models, in fact Uh, speaking about building software, um, one of my favorite moments from, I think, a previous build maybe one or two years ago was they had a b- they, they...
Swyx: There was a section of you building your [00:24:00] own software. I’m curious if you’re building anything now. Yeah. So I, I think the... You know, first of all, let’s face it, right? Building software has made it possible for even the incompetence of a CEO of a company- ... like ours, uh, you can build, so thank God. But that said, I, I, I, I do feel that, you know, something like, um, GitHub Copilot to me, and especially the new Sessions app or the new app, has just made it so much more possible for you to have agency over artifacts that you felt you couldn’t touch before, right?
Satya Nadella: So to, for me as a CEO, even to go to a code base, uh, to be able to learn about it, like I remember joining Microsoft long back, you know, first and then you say, man, everybody had to go in and look at, you know, whatever, Cutler’s, Malik, or what have you to learn how to do good C, uh, C++ code. Um, so now that ability to be more full stack up and down is so good, but that doesn’t mean every one of us should be doing the same thing.
The question is: [00:25:00] how do you then have the ability to inspect things, learn things, see things, um, I think is just so much more. And so to me, what I’m building a lot of is these long-running Foundry agents. Uh, right? So there’s autopilots. So the easiest thing is, to me, I think I just built one, uh, even last week, where the idea was, hey, can I have an agent that is continuously monitoring essentially my own chief of staff autopilot, right?
We’re gonna have that obviously in, uh, Scout. That’s what, uh, uh, we showed. But it is so easy and trivial to build. I took Work IQ. I said, “Take Work IQ, go, uh, and build a Foundry long-running agent.” Uh, store all the memory in, um, uh, using Ray Fin, right? Basically at my backend as a service. And lo and behold, it built it, and not only built it, I could say publish to Teams, and it published the damn thing to Teams.
Sarah Guo: So the ability, uh, to have a, you know, some end-to-end project like this complete is just pretty [00:26:00] miraculous. How do you think, uh,
Future Engineering Roles
Sarah Guo: that impacts the different types of engineering roles that exist in the future? Because right now I think there’s, you know, a dozen different types of engineers that you can be, from QA, front end, et cetera.
You know, there’s a big swath. I’ve heard some people argue that in four or five years we’ll basically end up with four engineering roles. It’ll be people who are managing agents, it’ll be four deployed engineers or FDEs, it’ll be security engineers, and then people working on large scale infrastructure for a small number of services, and then everything else just collapses into the agentic world.
Satya Nadella: Yeah, I- Do you think that’s a correct view of the world? Yeah, I mean, I think, I think we’ll have to experiment our way through it. But what you said is what... There are some very at scale things. At LinkedIn, they did structurally change- Mm-hmm ... uh, and it, you know, basically built up a new discipline called full stack builder, right?
So they went and said, “Hey, let’s bring, uh, people from design and product management, front end engineering, all put them together.” Uh, but also have an edge, right? It’s not like the design person still doesn’t have the design edge, or the front end [00:27:00] person doesn’t have the front end edge, but you can give yourself bigger scope in roles so that you’re not confined to one role.
Um, and then r- equally, infrastructure has become very critical, right? So in other words, like, I mean, RLEs, I mean, one thing we’ve realized is even for the Excel team, for example. Mm-hmm. Building the RLE in which a reward can be learned is actually one of the hardest sort of infrastructure problems.
Mm-hmm. Uh, and so you kind of need even new talent, right? Distributed systems people even in what was considered an end user app team, uh, because it’s a different skill set. So yes, infrastructure, science is the other one, obviously. Um, so I think we’ll see how these evolve, right? Where’s the s- real... I mean, always the world will have a bunch of specialists.
Okay. Um, you know, I think the generalist role is going to be the most exciting, right? Because the leverage of a generalist- Mm-hmm ... um, is where we are going to see the maximum returns, right? When, when you said, “Hey, are you coding?” I’m now a gen- Like, what... I’ve basically translated [00:28:00] knowledge work Right?
Which I did, where I created a Word document or a spreadsheet, or even, uh... And now I can build an app, right? It’s in the same sentence. Uh, right? That idea that, “Oh, wow, my generalist skills have gotten higher leverage,” I think is what we’re gonna see across the board. Music to the ears of CEOs and VCs that are, like, a little dangerous and a lot of- Golden age for idea people
Sarah Guo: idea people. Yeah. Uh- With a lot of agency. I- if you take that idea of personal agency and you just zoom it out to the organizational context, um, uh, my partner Mike Renall, who, uh, actually started his career at Microsoft, just wrote an essay where one of the big takeaways is i- it’s an age where you can be much more ambitious, and you need to be, given the pace of the environment and how quickly, actually, users and companies are open to adopting new technologies.
Satya Nadella: Um, how do you think about... I, I feel silly asking this of somebody running a, you know, trillion-dollar-plus company already, but
Ambition & Making the Impossible Possible
Satya Nadella: how do you think about how Microsoft can be more ambitious now? It’s a great question. Um, I [00:29:00] think, um- I think the, the thing in these type of transitions is to have a conceptual model of how work can change to go after outcomes that you could hardly imagine previously, right?
In fact, Kevin Scott has this nice line, right, which is, um, when you can make the impossible... Like, when you’re making hard things easier, that’s sort of one point of leverage. But true ambition is about making the impossible possible. So now the thing that is missing a little bit in all of our organizations is what is that new conceptual model of what can we build?
What was impossible and what can we build? And I’ll give you one example of this, right, which is I take great inspiration from sort of the people who were managing the Azure net- network. And they came to the... This was from even last year. You know, we were scaling. You saw that I, I [00:30:00] talked about sort of how we built in the last 15 months more Azure capacity than we built in the first 15 years.
I mean, it’s crazy. Wild. Yeah. Right? It’s pretty wild. And it’s the same team. So they saw that and they said, “Bob, this just ain’t gonna work if we don’t reconceptualize our work.” So they built... Essentially they said, “Our job is not to do Azure networking. Our job is to build the agentic system does, that, that does Azure networking,” right?
These are the folks managing the 500-plus fiber operators managing the VAN, right, all over. And fiber operations ultimately is a physical operation. Things get cut, things get, uh, you know, have to be repaired. You know, we have fancy words called DevOps and so on. Basically, emails are coming in and you gotta go respond to them, take care of it.
So they built this agentic system. They even have a character for it. It’s called Miles, and it sort of does all this stuff, right? They started sort of screaming for more tokens and so on. And so they were saying, “Look, uh, we don’t need a headcount. We need tokens in order to be able to [00:31:00] manage, uh, our operation.”
That reconceptualization- Mm-hmm ... of what their work is, right? They, they basically took their work and made it meta, right? That meta work is now their new work. Mm-hmm. Right? In the ‘80s, if somebody had come to us and said, “4 billion people are gonna get up in the morning and start typing,” my model would’ve been, we need 4 billion typists?
But we’re not doing typing, we’re doing knowledge work. So that, to me, I think is it, right, which is whether it’s Microsoft or whether it’s any organization, is to give ourselves permission to do new types of metacognition, meta work, using these new tools to change the outputs that matter, uh, and then really make the impossible possible.
Sarah Guo: So completing that dot or the, the connective tissue across those, I think, is where a lot of the enterprise value will get created.
Data Center Build-Out & Community Impact
Sarah Guo: Should we talk about data centers? Yeah, please ask. Oh, okay. Well, uh, uh, w- we-- this leads nicely into the data center build-up. I always think, I- I just-- I’m just impressed at the sheer scale of the [00:32:00] build-out from Microsoft, but also everyone else, that this is redefining what it means to be a hyperscaler.
And I just feel like that, that, that is at unprecedented scale on finances, uh, on the way you run the company, but also the communities that are, that are impacted. Um, yeah, just talk a bit more about what you’re seeing on the ground, like when you visit your- Yeah, I think there are two aspects of it.
Satya Nadella: Obviously, the, the build-out is, uh, extraordinary. Um, you know, nothing like this has happened, and it’s great to be, uh, one of the participants in it. Uh, but you brought up the other part, right? I think at this point it’s clear that unless we as an industry, uh, are very principled about ensuring that the benefits of all the stuff we’re talking about are felt in real ways, uh, at the community level, right?
Because this is not just a, a campaign, um, right? It has to be real, where people are saying, “Look, this is not ch- changing the prices on energy for me.” In fact, if anything, it’s bringing down prices because long term there’s going to be a better [00:33:00] grid, there is going to be more energy. Water consumption is, in fact, not sort of, uh...
In fact, water is being replenished, right? You gotta really, you know, educate folks on truly what’s happening, the cl- uh, the closed loop systems we are building. We have to invest in the training, the jobs, the tax base. In fact, the least talked about stuff is the amount of jobs that get created during construction, after construction.
What’s the tax base that’s there in the community? And, and all this has to be real. Um, and, and if that is the case, then we will have permission. If it is not, we won’t have permission. It’s as simple as that, right? Which is, uh, we, we... I think we have to take it as an industry pretty seriously. Uh, I think it’s good for communities to be skeptical, ask the hard questions, for us to do the hard work, earn that.
Um, but at the end of the day, if there’s-- if we can really be the produ-- Wait. I’ve always felt like in human history, if you use a lot of energy but also create a lot of value for society- The story has been fantastic. If you don’t [00:34:00] do that, it’s not been that great. And this time around, I’m a firm believer that ultimately if you do have a token economy that drives productivity, that drives economic growth, that drives broad spread, um, you know, participation, better health outcomes, um, then I think we’ll be in a great place.
Sarah Guo: Uh, and that’s at least what we all have to be focused on. Yeah. It, it makes me think actually that with all these initiatives that you’re doing, might be e- easier to see ROI in the communities first before in enterprise. Yeah. I, I mean, I think both sides. Yeah. In fact, it comes back together. It has to be the people in the communities are going to be employed, are going to be participants, uh, in the real economy, right?
Satya Nadella: That’s I think the question is. Like, if we- if the broad economy is doing well and the communities are doing well, the dots get connected. It’s sort of the market forces are such that we will connect the dots. And that I think is it. Like, you ought to be able to see the evidence. You can’t be about o- any one company, uh, but it has to be broad economic growth and broad [00:35:00] ec- you know, community permission.
Elad Gil: Yeah. I guess I wanna talk about
Societal Impact & Optimism About AI
Elad Gil: what you’re most optimistic about currently or what have you most updated your personal models on regarding societal impact of AI? So you’re saying what’s the, the, the- What have you updated most on in terms of societal impact of AI? Yeah. I think the, um, the p- the most, um- Critical thing is the first question we even started with, which is we need to tell the story and make it real that everybody has a real shot to participate as a first-class participant in this new economy.
Satya Nadella: Right? That’s kind of, I think we- in the next 12 months, 18 months, we need a way for people to say, “Oh, wow, I get it.” Right? There’s going to be tremendous capability, tremendous amount of infrastructure, but I can see what is going to happen, whether it’s the benefits like health outcomes or my ability to create a startup or my ability to run my [00:36:00] local sort of, uh, store more efficiently.
It’s just happening, and I see that, uh, benefit myself, right? That to me, you know, earning that permission in a path-dependent way, we can’t wait. See, the one thing, Eli, that I’ve now learned is I think the world is gonna be very skeptical of tech and tech companies that say, “Trust us, we’ve got it. The g- future is gonna be glorious.”
Sarah Guo: Uh, you kind of have to deliver tangible benefits. Um, and quite frankly, politicians winning elections, uh, because they have advocated for that. That will be at least my adjustment because without it, um, thinking that somehow... Because it’s too important this time around. It’s too much of the economy for it not to be the case So one very simple framework I have for, you know, what are, what is gonna be the broad benefit of AI, um, beyond the communities just working in technology, are, are sort of wealth creation- Yep
it’s [00:37:00] gonna happen in a ton of different companies, startups and large companies. Then you have healthcare. Uh, you, you had amazing demos today. There are companies like Open Evidence. I think that is happening. Um,
Education & Future of Learning
Sarah Guo: education seems like another one that’s an- Yep ... obvious good where we haven’t seen as much impact as I’d expect.
Swyx: Do you have a hypothesis on why that might be, or if it’ll come? Yeah, I mean, I think this is where, again, how we think about education, how... You know, recently I met with, uh, the founders of Alpha School and learnt a lot about what they were going and going about, and it’s fascinating to listen, uh, to how to even rethink- Mm
Satya Nadella: uh, what does education really look like. Because I think it’s actually very important. Mm. Uh, and I’m not saying anything traditionally being done is less important, right? I was even looking at the, uh... It’s fascinating to see. I, I, I forget the which Stanford class it was, uh, the, the Asian guidelines for CS something.
Mm. Uh, because you still need people to learn. Uh, like it was an interesting AI class that they were making sure people were learning how to apply softmax appropriately versus saying, “Hey, fix my training run.” Mm-hmm. Uh, so I think learning concepts is important. It’s going to [00:38:00] be, uh, critical. But the way we create the incentives, what are the credentials, how we value those credentials, what is the employment opportunity for those credentials?
So I think that there’s a complete change that has to happen, uh, given the way to get to information, way to educate yourself, way to continuously keep yourself updated has changed so much. So I think interestingly enough, maybe the next big startup and success story could be someone who builds a new university, um, or a new, um, pedagogy even of how to get someone to go through a curriculum and find economic opportunity, uh, that’s highly valuable.
Well, that has felt, uh, perhaps impossible for a long time, but it’s a great note to end on and something that might be possible. It’s still possible. Yeah. Thank you, Satya. Thank you so much. Thank you. Yeah. I appreciate it. Thank you all.


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I’m excited to work with Microsoft once again as the presenting sponsors of the AI Engineer World’s Fair! We’ll streaming live from MS Build today for a special crossover pod with our friends at No Priors and the one and only Satya Nadella. However we did not hold back with this interview - we asked all the burning questions about uptime and Copilot that we know you have in your minds. Lets go!
For almost two decades, GitHub has been the home of software, where both open source and closed flow, through commits, pull requests, reviews, actions, etc.
This ecosystem flourished as open-source maintainers and contributors would continue shipping code for the benefit of the community. However as coding agents began to ship mass quantities of code - growing 1400% in 2026, it marked a new era that was both extremely exciting and challenging for GitHub.
While these agents help more people ship more projects, they also significantly increase the floor of how much code is shipped, how often it is shipped, how many people commit code, and basically orders of magnitude multiples in every dimension of GitHub infrastructure:
Now GitHub inevitably experiences more pressure on their infrastructure which was originally designed around human developers moving at human speed. This has resulted in a very publicly notable uptime story:

So it begs the question of whether current systems around code can absorb what AI produces. Can CI/CD keep up when every idea becomes a build? Can open source maintainers survive floods of AI-generated slop contributions? Can GitHub preserve the human social contract of software while becoming the operating layer for agents?
Which brings us to the perfect person to answer these questions: GitHub COO Kyle Daigle. In this episode, he joins swyx to unpack what happens when AI doesn’t just autocomplete code, but starts changing how companies operate, how open source works, how pull requests get reviewed, and how GitHub itself has to scale.
We go deep on GitHub’s internal AI workflows: micro-skills, WorkIQ, MCP, Slack, Teams, email, Copilot workflows, the new Copilot desktop app, CLI, cloud agents, and how Kyle uses agents to look backwards across company context before deciding what to do next. Kyle also reflects on GitHub’s history building webhooks, APIs, Actions, npm, Dependabot, and Semmle, why the AI era is breaking GitHub in new ways, how Actions became a general-purpose compute layer, and what Copilot becomes after code completion.

Full Video Pod

We discuss:
* Kyle’s expanded role across GitHub
* How AI got Kyle coding again after years in leadership
* Why GitHub rolls out AI through existing workflows instead of forcing new tools
* WorkIQ, MCP, Slack, Teams, email, and GitHub as company context
* Why massive “mega-skills” are giving way to small, atomic micro-skills
* How AI changes summarization, communications, marketing, and analyst work
* Why former developers in leadership may have a unique advantage in the AI era
* Kyle’s “15 agents on Saturday” workflow
* How Kyle built an AI-generated executive presentation for CRO/CFO teams
* Why AI changes the chief of staff role without removing the human work
* GitHub Actions, webhooks, arbitrary code execution, and secure agent compute
* The npm acquisition, supply-chain security, 2FA, and token invalidation
* Slop forks, vendoring, and whether AI agents change dependency management
* What pull requests become when most PRs come from agents
* Prompt requests, vouching, AI review, and trust in open source
* What counts as a “developer” when AI lowers the barrier to building
* GitHub Spark, low-code, and why GitHub refuses to hide the code
* 14x commit growth, Actions load, databases, monorepos, and availability
* Copilot’s evolution from completion to CLI, desktop app, cloud agents, and SDK
* Context, memory, rules, and making GitHub “act like Kyle wants it to act”
* Ambient AI, OpenClaw, enterprise security, and the new operating system for agents
* What swyx should ask Satya Nadella about Microsoft’s AI future
Kyle Daigle
* LinkedIn: https://www.linkedin.com/in/kyledaigle
* X: https://x.com/kdaigle
Timestamps
00:00:00 Introduction
00:03:36 Why AI Got Kyle Coding Again
00:07:04 Running GitHub with AI: WorkIQ, MCP, Slack, Teams, and Skills
00:15:39 The Golden Age for Former Developers in Leadership
00:17:31 15 Agents on Saturday and AI-Generated Executive Work
00:20:20 How AI Changes the Chief of Staff Role
00:21:45 GitHub’s History: Actions, npm, Webhooks, and Open Source
00:28:45 Slop Forks, Vendoring, and AI Dependency Management
00:33:57 Pull Requests, Prompt Requests, and Trust in Agent-Generated Code
00:41:21 GitHub Stars, 200M+ Developers, and the New AI Builder Wave
00:45:15 GitHub Spark, Low-Code, and Why GitHub Still Shows the Code
00:47:38 GitHub’s Hardest Era: 14x Growth, Reliability, and Scale
00:59:21 Actions as the Compute Layer for CI/CD and Automation
01:02:04 The State and Future of GitHub Copilot
01:08:24 Ambient AI, Background Agents, and the Future of the SDLC
01:13:09 OpenClaw, Enterprise Security, and the New OS for Agents
01:18:03 Build Announcements, WorkIQ, FoundryIQ, and Microsoft Context
01:21:41 What Should swyx Ask Satya?
Transcript
Introduction: Kyle Daigle’s Expanded Role at GitHub and Microsoft
Swyx [00:00:00]: We’re here with Kyle Daigle, COO of GitHub. Welcome.
Kyle [00:00:07]: Hey, thanks for having me.
Swyx [00:00:08]: You’re not just CEO of GitHub. People know you as that. You have a new role.
Kyle [00:00:11]: So I have an expanded role now. I’ve been working at GitHub for thirteen years and doing all things developer. Joined as a developer myself. And now, I’m also responsible as the CMO of Developer for Microsoft. And so all the kind of learnings and passion for developers and how we work with them and how we communicate and how we bring our products to market, we’re also bringing that expertise to the broader Microsoft ecosystem and helping every developer that uses a Microsoft product or would like to have a sort of similar experience that they’ve had with GitHub over the years. So it’s a different role in some ways, but it’s also just building on the experience that I’ve had at GitHub of just sort of tell the truth, be authentic, show people how to use it and then let the products speak for themselves. Now just doing that with, all of Microsoft.
Swyx [00:01:09]: We’ll be releasing this in conjunction with Build. You got lots of stuff planned, and we can sort of touch on that whenever it’s appropriate. I think one of the interesting things is I rarely meet a COO who’s also a CMO. I think you’re a very outward facing and you’re very confident publicly. That’s rare. Do you actually view yourself as COO? What’s What is your thing?
From GitHub Developer to COO/CMO: Building the Platform and Operating GitHub
Kyle [00:01:33]: I think for me, it’s been funny. The titles have always been, a— have always felt a little strange to me. I joined GitHub as a developer? I wrote so much of the
Swyx [00:01:46]: Let’s bring that up. You wrote the back ends?
Kyle [00:01:48]: I was going through, I was going through, some old photos, when folks were talking about how things were being built or how there was a build GitHub. I built, webhooks and worked with teams building the API, built the platform layer. Anything that integrated with GitHub, up until really twenty eighteen, I built or ran the engineering teams. And that’s kind of where my the beginning of my passion always was helping people build things, deliver them to, their customers. And so being a developer, building for developers was always super unique. In a— I think as my role expanded, it became my ability to talk to not just developers, but also enterprise customers or business leaders and have this translation layer. And then through all those years, GitHub has always operated pretty uniquely. Post-pandemic, working remotely was not as novel as it was when GitHub started in two thousand and eight. But all that expertise of running remote teams, doing it well, became this sort of bigger role, ultimately turning into the COO role of how do we operate GitHub in the way that GitHub’s always operated after the Microsoft acquisition. And kind of so on from there. So like for me, I think the— I’ve, I still code. I love coding but the problem has always been, people. It’s a much harder problem to both support our own employees, a harder problem to communicate to developers and enterprise buyers what we’re building why it matters, ‘cause those are two very different messages. And so getting to work in the mix of COO, CMO, also just being a dev, I think is what’s kept me at GitHub for so long.
AI Workflows for Leadership: Commits, Retrospectives, and Context
Swyx [00:03:40]: Apparently, you have— your commits have gone up. What’s this? What’s going on?
Kyle [00:03:45]: Rui’s called me out pretty aggressively. So I think— as you can imagine, right, you can see my normal era of being a dev In the twenty thirteen, twenty fourteen era, and then moving into management, and then ultimately the COO role. I think what you see there is me, really getting back to coding thanks to AI. I— similar to, attaching problems between how to market and how to operate a business and how to code, I find, building agents and workflows that are connecting very disparate problems to be what’s driving this. So that’s, some of it’s writing software. A lot of it is, connecting a ton of a different data sources to, help me out. But that is completely me really diving in on the AI side in trying out our tools, trying out everyone’s tools, But building for me, building for the non-technical leader, though I’m technical and how we’re, able to use these tools more than just the simple, call and response that I think a lot of the non-technical, your employers, you have to get— you have to use AI, and so everyone uses, ChatGPT or Copilot or Claude or whatever. To really get into, how is this going to help me out, it— I find that it’s not the I need to write a blog post, I need to those simple examples. Helping people find the workflows of, “Okay, I need you to go through all the PRs today. I need you to go through everything that we’ve posted online. I need you to go through what we did the last three months. Go through all of my Obsidian notes for any mentions of this then go through my transcripts at work.” We use, Teams, so, using WorkIQ, go call that MCP server, grab all the transcripts, go through all the Slack, and then build me out the plan of, what this week’s messaging actually was. That’s something that was, impossible because for me, I find AI in a what most of this launch here is actually, less building forward. It’s actually, a recursive loop backwards. I’m always looking at what had happened first. Go back through the week and tell me what we did, what worked, what didn’t work? And then tell me in the next three or four days-What would you tweak based on this sort of like looking backwards and then looking ahead a little bit? I find that to be so much more valuable, especially for like non-technical, because that retrospection is actually LLMs are very good at that. Like finding all the patterns, pulling them out, and then applying that retrospection to just a couple of days or just like a short period of time. Is all a bunch of apps that I’ve built and launched a bunch of, internal tools. I use the new, GitHub Copilot app, the desktop app with workflows. Every time I crack open my laptop, it’s running workflows for me. It’s just a ton of different stuff and of course, it all ends up on, it all ends up on GitHub.
Swyx [00:06:47]: Of course. That’s where, that’s where, stuff is hosted. Man, there’s so much to ask you. I was going to leave the how do you run a company with AI thing at the end. I have to ask one— double click one thing. You said, you are looking back at the week. You’re, you’re understanding what happens. When you say we That’s three thousand people. How?
Rolling Out AI Internally: Skills, CLIs, and Company Context
Kyle [00:07:09]: I think when we started rolling out AI internally beyond engineering, right? One of the things that I was really, passionate about is like we have to do this in a way where no one has to change how they work. I don’t want to have to teach you a tool. I don’t want to have to teach you something new. And so for us, we tried out a few tools. Most of them don’t work because I got to get you on board? I got to teach you how to use it. What we’ve actually ended up doing is we’ve built like a set of skills internally. We have we each have our set of skills, and we’ve just been distributing even to the non-technical folks, the CLI. And then effectively, we’re just giving it access to like read about everything that we’re writing. So that’s for us, that’s usually GitHub, Teams, Email, and Slack. So Teams for, video chat, generally speaking.
Swyx [00:08:03]: Teams and Slack?
Kyle [00:08:04]: so we use Teams for video communication, but we don’t use it for chat. W-we— GitHub for a long history, right? We’re always
Swyx [00:08:13]: Also Slack
Kyle [00:08:14]: Talking about ChatOps and like everything is built into Slack. Like every command, every flow.
Swyx [00:08:18]: So even though you have been acquired for I don’t know, eight years now
Kyle [00:08:22]: we still
Swyx [00:08:23]: You still use Slack?
Kyle [00:08:23]: it’s a purpose-built tool for us, and I think the reality is that moving off of it would be so bluntly expensive? Simply because all the tooling is, baked in with that paradigm. And they both have their pros and cons but they don’t work the same way at all. We still use a bunch of different tools Because it’s the purpose-built tools that We need. And then
Swyx [00:08:47]: Well, the same doesn’t go for the rest of Microsoft, presumably.
Kyle [00:08:50]: like the like various teams like operate
Swyx [00:08:53]: They make their own decisions
Kyle [00:08:54]: Various ways. I think it just matters what you’re trying to what you’re trying to do. But we do we do work across kind of every tool that we use, and then by giving everyone access to all of that context and the new WorkIQ MCP server, which is quite cool if you do live in the M365 like world. I can ask it all these backwards-facing questions, and it’s incredibly important for our teams that are working remotely. There’s a lot of stuff you miss when you’re not in an office, and we are spread out all over the world. So most of that is looking back. And then we post, we post either auto-automatically into GitHub issues or discussions, these sorts of like findings or like our industry reports. Like what’s happening this morning, today, yesterday. A little automation gets run. We’ll use the app. We might use GitHub Actions like with, our agentic workflows just to go do that run, and then we push it into GitHub, and w-we keep having a conversation. So usually for us, it’s about that sort of like looking back, looking forward on the non-technical side. And then of course for a lot of those folks, it’s also building an app, pushing it to GitHub pages or pushing it somewhere to host it et cetera. But it’s just like enabling everyone with that power of it’s going to take me a week to figure this out. Instead, we’re going “Okay I built a skill. Let’s put it into a repo. We’ll all share that skill together, and then we’ll use the CLI or now the app-” “just to run it.”
Micro Skills vs. Mega Skills: How GitHub Uses AI at Work
Swyx [00:10:26]: All right. I think, I think we’re going straight into like the team management and productivity thing. I think a lot of people are getting various levels of LLM psychosis. How do you manage the bloat of skills? Like everyone Has their thing, and they’re Like trying to promote it to the rest of their peers in their org, right? And obviously, whoever becomes a skill influencer internally becomes like an AI leader, right? Of sorts. I assume you have those.
Kyle [00:10:50]: like I think we have
Swyx [00:10:52]: And I assume it’s a mess a Yeah.
Kyle [00:10:54]: there’s like I— like I think the reality is there’s two pieces. Like first is I think that we’re ending the era of these like massive, beautiful, perfect skills that are just like not any of those things. ‘cause for a while, right every tweet every day is like go download the skills, the perfectly managed thing to do this entire workflow. And I think that like what we’ve found and what— I was just with my team, this week, and we were talking about the skill side, and we’re really talking about these like incredibly micro skills that are just doing one thing for us very well Versus a skill that’s going to do I said, that full report. That doesn’t really exist on our side anymore. It’s usually how do— like a single skill that’s going to identify the most important marketing information given any MCP server. Like this is the most important thing. Less about stitch a bunch of tools together and have it produce this mega output because then weeks go by, months go by, things change, and you want to tweak
Swyx [00:11:58]: It’s brittle
Kyle [00:11:58]: Your mega skill and you’re screwed? You can’t do that. And so now we’re really just talking about the Legos we’re using and just letting the instruction book be something we’re all putting together. Whereas I think a lot of AI skills for a while have been that mega instruction book style.
Swyx [00:12:15]: I’ve, thought a lot about Postel’s law. I don’t know if that’s a term that is, means things to folks. It’s the idea that you should be liberal in what you accept and strict in what you output, right? And I think that’s like a good framing principle for skills. This is my skills, obviously on GitHub. I feel like everyone should have like how like some repos In GitHub are special repos? I feel like we should sort of reify the slash skills and everyone like give it some kind of special presentation. Anyway, so, yeah, this is one of those like download Download anything, transcribe anything, and then you can string together the atomic skills that do one thing well Into like some kind of orchestration skill that calls other skills. I assume, does that match?
Kyle [00:12:56]: I like I think so. I think that the
Swyx [00:13:00]: Summarize anything.
Kyle [00:13:01]: Like I think the- For me, summarizing something for I do communications and PR and analyst relations and marketing and customer activities, and so my summarize everything is very different for each one of those like Contexts. What ‘Cause if I’m summarizing something for an analyst, that’s a very different thing than, probably how I’m going to summarize something for like a customer meeting or an engagement. So that’s I think like the difference when we’re talking about the like the tools I might use on Saturday or the skills I might use on a Saturday when it’s just for Kyle. Yeah, those are kind of like they have an atomic actual tool underneath or maybe skill, and then Kyle cares about X. But I think when we’re talking about work and enabling the the marketers, communicators there, it’s the atomic, this is what good summarization is, and then this is what I care about as for marketing for communications For whatever. And that I think is like the interesting matrix problem when we go from like a developer set of concerns to all kinds of different professions, is that what that word means to me is different than it means to you is different than it means to the analyst or the salesperson, and that’s where I think the matrix mess is that we’re starting to like still starting to find. It’s about these mega skills but they’re all just slight permutations, but those permutations are really important. It’s the difference between someone reading this and going “Did AI make this?” what Or “This makes total sense, and I would expect this when I’m giving a briefing to Gartner,” or like whatever else.
Swyx [00:14:37]: I think the beauty of it maybe is that you don’t have to be that careful about what goes in there. It doesn’t have to exactly fit as long as it like roughly is contained in there. I used to complain about plugin hell, basically. Like when you have a framework and then you have a hundred things that you need to integrate, everyone does like the GitHub used to be bloated full of these things. And now we don’t need them anymore ‘cause now you just use skills.
Former Developers in Leadership: AI as a Creation Multiplier
Kyle [00:15:00]: And like I think the most magical thing is the just that like I can just also crack it open. Like Like yes, I could go like change the how the plugin is coded, or like I could go do that now with AI, but I think there’s just something more magical about getting a response back and being “That’s not right,” and then you just crack the skill open, you just type English words and it’s different. That building block is just, I think very unique. Once I get everyone to kind of understand how to best how to best make those changes to get the most power out of them.
Swyx [00:15:36]: Is there a— you have a your peer group that Of people like you. Is there a common framing for Something I’m feeling is, which is true, is that is this a golden age for former developers who are now in leadership? Because you can wield the tools, you would know the right words, you’re maybe not too close to the details. Doesn’t matter. But like you’re more effective than someone who doesn’t come from that background.
Kyle [00:15:59]: I think that like the secret has always been your ability to identify patterns and solve problems, and I think that for folks that like myself that don’t code day to day anymore, that has made me successful as a developer, made me successful as a COO and now CMO. And so now that I have access to get and write code, I’m now applying that sort of like pattern finding and problem solving, and I know enough still about how to then go and say, “Oh, I want to make an app, but I don’t want to break into jail or create something that’s not going to be able to work or to be deployed scale or whatever.” that ability to apply all that additional business knowledge and still code I think is what makes that so interesting to me. Slightly different than I think some of the other like technical leaders that became business leaders and now are going back to their apps and updating them. Good for them? But I think the more, much more interesting thing is, well, now I have this whole new set of expertise over ten plus years. Why not take that and use that as a developer with these AI tools? So I definitely think that makes me more powerful, but I think that’s true for like every dev as well. Most of the dev friends I still have also have some other underlying skill and passion. There’s really talented, very kind of linear computer science software devs, absolutely. I just find that the folks that came from a different career, went to school for something else, went off and did this random thing, and then became a software dev, or were a dev, did a random thing, came back. Learning that extra set of information, learning those extra skills, and now having the power of an AI where I can crank up fifteen agents on Saturday while my kids are doing lacrosse, That’s like really powerful. And I think it gets me back to that feeling of like creation, and it’s very hard to replicate that in most other senses? That first time you build an app and you click it and you show someone that’s magical. And so being able to do that not just in code, but across all kinds of different assets that’s, that’s huge. We were doing we’re doing our every year we do our revenue planning. We talk about okay, what is it going to look like for next year? And of course as you imagine, there’s, slideshows everywhere talking about what are we going to talk about, what’s the narrative, et cetera. And so as you said I’m “Okay, well, I could probably just like build something to build this and then that way I don’t have to go build the whole spreadsheet or I have to pass it to my team.” So we went through this process, and I got all the information and used the skills I mentioned. I built like a little app just to make it so I could look at some of the information in a SQLite database, more easily. And I ultimately built this entire presentation without touching any of it and I was “Okay, I’m just going to present this to our CRO, the CFO, their teams,” without mentioning I’d built it with AI. I like built a skill to make it look very much not AI driven. Just not pretty.
AI-Generated Presentations, Human Taste, and the Changing Chief of Staff Role
Swyx [00:19:03]: Like a design. Yeah.
Kyle [00:19:03]: Not pretty. But just like very clearly not AI. Kind of like don’t do anything interesting.
Swyx [00:19:08]: That’s, yeah, that is valuable.
Kyle [00:19:08]: Just go Exactly. We did the whole thing through. It used my notes from Obsidian, it used all the context I mentioned before, the plans, and Never came up once that it was AI generated.
Swyx [00:19:20]: It didn’t matter.
Kyle [00:19:20]: Never once. D It didn’t matter. And so now I take
Swyx [00:19:23]: This is a tool
Kyle [00:19:23]: I can take that tool and go, “Look, I don’t want you to go build slideshows.” They’re just helping us share information with each other. If this thing can do it With a little bit of crafting from you and then we can look at it together, awesome. There’s no value in all that extra work. I think that the ability to, make it look humanly bad and and build a little app to, manipulate the data I think is part of, that upside for devs that are now in leadership roles. Because, the thing that I feel like I said before, this that’s all a people, that’s all a people problem. I know if you’ve used a coworker or not to build a slide deck, unless you spent a bunch of time to not do it.
Swyx [00:20:07]: I know, but like it was so, I think there’s a certain charm to just being blatantly AI. ‘Cause I think that you’re well, you’re just honest about There may be mistakes here that I cannot vouch for. So how much value is there? But anyway I think, actually the real question I want to ask is, there’s a— You were a chief of staff To Thomas. And in the pre-AI world, the that job would’ve been a chief of staff job of like Can you prep me these slides and all that? And now you do it yourself.
Kyle [00:20:35]: I still, I still have a chief of staff. Because, the difference is it’s sort of the discussion every time we have some sort of technology evolution is it’s not that the jobs the roles don’t all go away, they just change? And so yeah, I don’t have someone spending all their time building out slides for me and presentations ‘cause I don’t need that anymore. But now I need that person that is able to go and find all the different connections between humans in those discussions to help me find out, okay, I should be meeting with this group and this team, and they have an opportunity, and I’m going to be in San Francisco today, I’m going to be in Seattle tomorrow. Those sorts of human connection aspects are still incredibly valuable and has always been a big part of that chief of staff role. But now just like chiefs of staff are not opening up, letters to process, they’re doing emails. What It’s the same thing. And now they’re, they’re not building out as many of these presentations because they have the the ability to have a AI take it on for, and share that with me and great. Let’s keep moving ‘cause it’s allowing us to go faster and make better decisions more quickly.
Swyx [00:21:45]: Awesome. Well, so we can dive into more sort of, Productivity insights as you go. I did want to do a little bit of a brief history of colleague and hub. Because, we started here. And then you also involved the NPM acquisition. I did, I do want to touch upon that. And then more recently, I just want to bring up to present day where we’re having uptime issues Which transparently we’ve already Addressed publicly, but we’ll, we’ll discuss in the pod. Did I miss anything? Like what, any other major highlights? Obviously, it’s, it’s a lot of years to cover.
A Brief History of GitHub: Webhooks, Actions, Acquisitions, and Platform Evolution
Kyle [00:22:15]: No the I think one of one highlight was right before the acquisition closed in twenty eighteen, I got to launch the first version of Actions
Swyx [00:22:27]: Oh
Kyle [00:22:27]: At GitHub Universe. So it was O
Swyx [00:22:29]: They’re that young?
Kyle [00:22:30]: It was October of twenty eighteen, I think. Yeah. Yeah.
Swyx [00:22:33]: Gee, Jesus.
Kyle [00:22:34]: I got to I was the engineering leader on that project and got to launch that. And then, yeah, we did acquisitions of NPM you said, Semmle, Dependabot Pul Panda a whole bunch of things. That was a big
Swyx [00:22:47]: Pul Panda.
Kyle [00:22:48]: Abi is doing well.
Swyx [00:22:51]: DX. Holy crap.
Kyle [00:22:52]: Did well on DX. I and like that was a that was the big shift, after the acquisition. I had to join the sort of business side.
Swyx [00:23:00]: So I need to hit you on some of these things ‘cause you were there. Right? And how often do I get to talk to someone who was there? But yeah, Actions. Is that the number one source of security issues on GitHub?
Kyle [00:23:11]: Oh, sh I think that the number one source of, security issues is probably like all, the literal code in everyone’s like underlying repositories. I would say back further than that is, if you remember I had to show in this graph was this is, I’m, didn’t say this before, this is ultimately webhooks.
Swyx [00:23:30]: You yeah.
Kyle [00:23:31]: Like circa whatever it was.
Swyx [00:23:32]: It says Hookshot in there.
Kyle [00:23:32]: I forget. Yeah. Yeah, Hookshot’s in there. And so like back then, it says GitHub Services. Do you see, it says Hookshot FE for front end, and then it says GitHub Services. GitHub Services back in the old days, right? You we had a repository that was Ruby code, and you could write any Ruby code in there, and then we would execute that On your behalf As a service, and then that way if an if you were trying to integrate with something, it didn’t we would run it for you.
Swyx [00:23:57]: And of course no containers ‘cause
Kyle [00:23:58]: No, ‘cause it was
Swyx [00:23:59]: Well, no containers
Kyle [00:24:00]: Twenty fourteen. And so there was some isolation obviously, but it was mostly the separations on the server level. That’s like an example as long as the very old version of Pages, which ran on its own containerization infrastructure, not on Actions.
Swyx [00:24:15]: Which like all-time great product.
Kyle [00:24:16]: Pages powers the internet at this point to some degree. Those were places where like clearly there were no like issues like to my knowledge. But it was those things where I’m looking at and going “Okay, well we can’t be running arbitrary Ruby code,” like on everyone’s behalf. Then containerizing all of that up intoUh into actions now where yeah the containerization, is r-really good. The pinning most folks aren’t pinning it the like to a particular
Swyx [00:24:48]: Images
Kyle [00:24:48]: Sha, et cetera like their workflows, and so that’s a big that’s a big place Of pain for folks if they’re just doing similar to any dependency management, just V1 or newest or latest, I think. But, that journey from that day to “Okay, we’re just going to run all this arbitrary code, and, it’ll basically be okay,” to now, no, we have, really good containerization. We have a new, underlying, ag-agent, containerization, service. It’s like we’re using it under the hood. It’s through Azure. They recently announced it. The Azure, Dev Compute, but it’s, very fast, very fast compute to be able to, spin up your own cloud agents, or whatnot. We’re using it under the hood for some parts of the new,
Swyx [00:25:36]: Microsoft Dev Box?
Kyle [00:25:37]: No. Dev Compute, yeah.
Swyx [00:25:41]: Hmm. Not finding it just yet.
Kyle [00:25:44]: Oh, it’s, it’s in there somewhere.
Swyx [00:25:46]: All right. Well, we’ll cut that out.
Kyle [00:25:47]: Sorry. But with, Dev Compute, you can, run, really fast, spin up really, small VMs really quickly, so you’re doing a tool call
Swyx [00:25:58]: Same concept
Kyle [00:25:58]: Just do it containerize exact-exactly. So we’re using that so definitely moving that direction to protect us from every every piece of code that we’re ultimately running.
Swyx [00:26:07]: look, that grows into the full SDLC? Code hosting was just the start and and then it’s grown beyond that. Let’s talk about NPM may-maybe ‘cause I think that’s also, a very major point in the industry. I do think, it was looking for a home. It was, kind of struggling as a business, right? I don’t know, I don’t know how you would characterize that whole acquisition and how it
NPM, Package Security, and Keeping the Internet Running
Kyle [00:26:33]: like when we were talking to the team, I think the big thing for the both of us was to find a way to keep NPM, which was basically powering the internet then and way more so now to some degree running. Keep it going keep continuing to scale. It was having scaling problems, if I recall, back at that time. They were doing some rewrites. It
Swyx [00:27:00]: that’s cute compared to now.
Kyle [00:27:01]: Well, that’s the thing is like when I’m talking to folks now, there’s there’s so many more underlying uses of NPM than there were back when we had them join in with GitHub. But that was ultimately the goal. It was really okay, we used to have pages. We have, the world’s code. Let’s make sure that we can keep NPM running well for the world. And we put a bunch of time and investment into fixing some of the underlying backend, changes, some of which we talked about some of the manifest work, et cetera. And then now, really trying to bring the the security posture of NPM up to speed. But, it is a unique challenge in that every move that we make to make it more secure will break a lot of people. And security is paramount. And also, we take it very seriously. We’re, the any time that we have a problem with GitHub or we make a change that makes us more secure but hurts, there’s, a snow day for developers or a really bad fire that they have to go put out. And so we’ve, have changed the 2FA policies. We’ve changed the way the tokens work. When we find tokens that have been exposed or potentially, exposed, we invalidate them, and
Swyx [00:28:22]: I love that feature in GitHub. Yeah, it’s great
Kyle [00:28:23]: That creates issues, but, the but that’s the thing is we’re trying to push the community, forward without necessarily, doing something that is going to break the contract that’s been for 15 years or close to it or some amount of years on NPM.
Slop Forks, Vendoring, and the Future of Open Source Supply Chains
Swyx [00:28:43]: I think the— So now we’re talking about, open source and publishing. And I think there’s something here with what people are calling slop forks, which, I think Malta from Vercel is doing. And, part of me thinks, well, the way to get past any vulnerabilities, we just, let’s just get rid of the concept of NPM. And we only publish source code. And anytime you want to import it you have your coding agent look at it and then adapt whatever subset you’re going to use into your vendor it. But, the AI vendor it. Is that realistic? I don’t know. Is it— Will that solve all our security issues? I don’t know.
Kyle [00:29:24]: I don’t think it’ll solve I so Mitchell was just talking Mitchell Hashimoto Was just talking about this today, and I think that I-in some ways, it’s all all things, old or new again? Yeah, absolutely vendoring everything. Like I do I do remember twenty thirteen, twenty fourteen.
Swyx [00:29:42]: This is Yeah. Let’s, we must return to
Kyle [00:29:43]: That’s what is We were vendoring everything. We were having actual discussions around, or at least I remember we were “Should we take this full thing?” “Why is this so big? We only need this one file.” And so I do think there’s something true there where having either taking only what you need or the dependencies just getting incredibly small over time, I think will help to some degree, but it’s not going to solve the fundamental problem, I don’t think, because the vulnerabilities in an agent looking at them, there’s time and time again, there’s a million different ways in which we can convince an agent that this thing is, secure or not and pull it in. Or we can do static code analysis or runtime testing to say whether the code works or not. That is, I think, the step that needs to continue to be, invested in. The question is just on, how much scope. Should it be this enormous project that I’m pulling down, or should it be this piece? Either most companies are running some amount of security checking on the on the packages that they’re bringing in or vendoring. That I think won’t change. That’s like what advanced security does to some degree, Socket does some degree. Like everyone is doing a piece of that. How we each do that like especially when we’re talking to enterprise customers, is just like very different. No there’s no one wants one single way to do it. And I think that’s always been GitHub’s, unique position in the world. I talk a lot to maintainers, I talk a lot to folks about this. It’s we’re— we rarely start like a process and a practice and like push it onto the community. We usually wait for the sort of like RFC process socially or literally, everyone agreeing, and then we’ll cement something in. Because otherwise we’re
Maintainers, RFCs, Vouching, and the Social Layer of Trust
Swyx [00:31:35]: That fits your role in the ecosystem, yeah
Kyle [00:31:36]: We’re GitHub. Yeah, we don’t want to shape the whole thing. We want it to be figured out. But like how do you balance that like sort of Role in the industry to keep everything as secure as is possible and make sure that you’re you’re not going to be compromised as a human, ‘cause that’s usually how it all happens. And Not not create a process or lock us into a flow that you’re not going to or like Mitchell’s not going to or other open source projects aren’t going to like. That’s always been a tricky balance for us, and I think that’s something that we haven’t talked about enough is we’re not going to be able to fix everything for everyone in a way that everyone is going to like. So tell, help us, tell us what is working. When Mitchell was talking about, the Upvote, the up
Swyx [00:32:22]: I was going to bring up his thing. Yeah.
Kyle [00:32:23]: I forget what it Yeah. When he’s talking to us, I was chatting with him and talking to him about this and I put it on Twitter and we talked to, also over DM, was “We’re going to keep working.” but I think the important thing is I do actually want to hear what isn’t working for you. And as, be as specific and clear for your project as is possible. And to every piece of credit over the many years that we’ve known each other through the industry, he’s always done that and I appreciate that ‘cause there are places that we need to fix up, and we hear from him, and we’ll fix up just like we do all other kinds of maintainers. But that that process between making those types of improvements and being more secure and like creating, I forget what he calls it’s not the proof process, not the claims process. Do what I’m talking about? He has that he his projects have a way for you to kind of like,
Swyx [00:33:13]: Vouch
Kyle [00:33:13]: Vouch. Thank you. Yeah. He has like the vouch system for saying, “Hey, you should accept my PRs.” That’s been
Swyx [00:33:20]: I just built this into GitHub. I don’t know.
Kyle [00:33:22]: Well, see, but that’s the thing is that you say that and like he and his community really likes this and then I’ll go talk to other maintainers and other maintainers, globally, and they’re “No, this doesn’t work for me.” And that is the tension, but also the kind of beauty of GitHub, depending on which way you look at it is we want to help maintainers, so we create all these tools to let you have more control over how much you take in from AI and PRs. But you can also use this. What You can go use this project, and if it takes off and becomes the kind of mostly standard, then yeah, we probably wouldn’t enforce it but we would add it in because that’s the flow that we tend to do?
Swyx [00:34:02]: I hear a lot of people don’t know the history of the pull request. And like like that’s how, that’s something that GitHub standardized basically.
Kyle [00:34:08]: Yeah. It was a very messy process Like beforehand, and now the we have the benefit of it being the process? And now we have to go and Figure out the next best process or what adaptations change, or what does a pull request look like when eighty percent of your PRs are just coming from your agents and not From other devs?
Swyx [00:34:31]: Do you like the prompt request idea from Peter?
Kyle [00:34:34]: like I think that for each like each idea I think has its merits. I’m not, I’m not avoiding saying anything good or bad, but I feel like I’ve seen a version of we have that we have entire Thomas’ store. Take all the assets of what you’ve built and put that in. I think that’s got great ideas. There’s all these various permutations of the PR flow, but I think the reason why there’s not a single answer is ultimately we’re trying to codify trust. We’re trying to say “Okay, if Sean reviews this I’m going to trust it because you’re Sean or you’re the senior dev or you’re the whatever.” And right now, when we are working in a flow where an agent writes code and another agent reviews code and then Kyle goes and looks at it the trust is kind of diffuse. And most of the tools that we’re talking about are talking more about verification flows. We have more assets to look at, so I can probably say whether this is a good PR or not. But that still doesn’t solve, I think, the human problem of I’m looking at a PR and I want to know if I can trust it. And we’re still, we still tend to use human signals for that? Mitchell approving it or Kyle approving it or whatever. And so I think that’s, I think that’s why most of these options haven’t really solved it is because, it’s a social problem ultimately. It’s a it’s a human problem to review it and agree. Or you fully trust the tool and you’re imbuing that tool with full trust Which I think in some cases that absolutely exists.
AI-Generated PRs, Trust, and the Waymo Analogy
Swyx [00:36:08]: And so like in the same way that there will be a tipping point in society when we don’t allow humans to drive anymore Because machines are measurably better than Than humans. I’m looking for that tipping point, right? Like Mythos is ridiculously expensive. Someday we’ll have Mythos on a desktop. I don’t know. Will, does that change the equation?
Kyle [00:36:30]: I think it’s more I took a Waymo here, and I was on my phone and not looking around at all. There are other, self-driving, vehicles that I would not trust while, staring at the road. And I think that trust is something that is
Swyx [00:36:48]: Is this a Zoox thing? What is it
Kyle [00:36:50]: I think that is both. I think that is both. Like
Swyx [00:36:53]: There’s Zoox in this robo taxi. That’s it. It’s
Kyle [00:36:56]: Well, depending on what level Of self-driving. But, my point is sort of that I think part of that is I strongly believe that’s, a mixture of verifiable proof. Like how many accidents, how much data, and so on, and the human aspect of how I feel when I’m in this car, what it tells me, et cetera. And so that’s why I think some of the like Some of these some of our AI tools tend to, imbue me with more of that feeling of trust, even if the data says this is 100% accurate. I feel like it takes more time for us to go, “Should I trust this or not?” And that’s in the soft sense of, startups with high agency, weekend projects, and open source. And then there’s enterprises and regulated industries and everything else, and that is an even harder problem to go solve because even when it is fully verified, not only do you have to have trust from the humans on the team, you probably have to have trust from multinational,
Swyx [00:37:55]: Oh my God
Kyle [00:37:55]: Multi governments around the world and regulating agencies. And so that’s where I feel like until we tip over to your point on the sort of like human EQ side of it. I feel okay this feels okay I’ve been proven enough. Then the ball will start to roll a lot faster, where we’ll end up getting to the “Okay, we can trust this,” and feel good about it in the Most difficult of cases.
Reputation, Sponsors, Stars, and Bot Activity on GitHub
Swyx [00:38:18]: If human trust is the thing that matters, I feel like GitHub as the developer social network could maybe do more there. Like vouchers are one system But, we have star counts, and then we have Contributor rights, and that’s it. And I feel like there should be more in that space. I don’t know if there’s any other design decisions there.
Kyle [00:38:37]: I think that one of the places that we don’t really expose right now in this sort of way is, some degree of like hard trust and support, which would like for me is like sponsors is a good example of that.
Swyx [00:38:49]: Ah.
Kyle [00:38:49]: It like costs you something. To prove that I believe in your project and I trust you To some degree or I want to support you at the very least.
Swyx [00:38:56]: Solve payments for open source. Why not?
Kyle [00:38:58]: I think that I think that like as we keep moving forward, right, there’s more and more projects where I’m, adding more and more dollars into sponsors personally because I want to like support them, but I also like know of I’ve probably never met them in person, but, I know of enough of their work that I want to support them. I think the thing that I don’t love about stars or commit counts or anything else is ultimately, even with all of the various, abuse and de-spamming and deduplication work that we do or anti-abuse work that we do, these are all, not active social signals. They’re passive ones that are ultimately gamifiable. And you may trust me, but another open source maintainer may not. And on what heuristic should you be, trusting me? That I think, is kind of where some of our thinking is right now. What signal from me is most important to you? You— If you can define that potentially, honestly in an agentic workflow that’s what we see some of these open source projects do, where you have GitHub actions, and then you have like an agentic workflow that’s calling AI, and you’re setting these rules. Like if Kyle has submitted and gotten accepted PRs across any given project and has a social handle tied to his account in GitHub, and that social account’s older than a certain amount. Really complex measures that matter to you ‘cause most open source projects have that heuristic built into their heads, if not written down in the contributing guidelines. You could take that and then go apply that and then just say, “Oh, we’re not going to accept this PR.” Building something that is, I think, malleable to everyone’s needs, is a little bit better, rather than going “Hmm, this account’s too young.” Because what happens? The attackers just go and go and create a multitude of accounts, and they wait Until it ages up. Needs to have a certain amount of stars. That’s how star inflation happens. Need to have a certain amount of repos
Swyx [00:40:46]: Oh my God. Yeah
Kyle [00:40:47]: With PRs. They all just create repos and submit PRs to each other, and then they come in and do something nefarious. And so, it’s hard. It’s hard to find the measure. So I think we’re, we’re looking more at how can we provide you tools so you can kind of choose what’s best for you. And of course, we’ll give you some standards. But the trust vector, gets down to I don’t know, some version of like human digital ID like everyone’s been talking about. Like how do I prove that it’s me
Swyx [00:41:13]: Give me your eyeballs
Kyle [00:41:14]: On the internet. Give me your eyeballs. Exactly.
Swyx [00:41:18]: The I got to keep moving on Topics, but obviously I can go all day on this stuff because, I’ve been involved in GitHub and open source My entire professional career. Stars. Very superficial. Everyone knows it. But I think time to one hundred thousand stars is the fastest I’ve ever seen. Like people just reached that in I don’t know, months. And then like at the same time I don’t trust it right? Like how many of these are real or bot or like whatever. I don’t know how to ask this but like what can we do about it? Like
Kyle [00:41:49]: Just
Swyx [00:41:49]: Is stars broken? Is stars fine?
Kyle [00:41:51]: I think that there’s kind of two, there’s like two pieces. Obviously we’re constantly like trying to find ways in which like your users are producing spam, which would, I would include like be like only doing star gamification. When we find them, we pluck ‘em out and we,
Swyx [00:42:08]: But it’s like a Whac-A-Mole
Kyle [00:42:10]: It’s a hundred percent like a Whac-A-Mole
Swyx [00:42:11]: There’s no way
Kyle [00:42:11]: Now, powered by AI to be helpful. But I think more so what I’m seeing is, a lot of the like fastest time to X tends to be because we’re now inviting so many more people into like software development on GitHub That like the zeitgeist is just swarming? And it’s
Swyx [00:42:32]: It’s not just developers anymore
Kyle [00:42:33]: And it’s not you and I. Like like however you want to say like what a developer is it’s not just folks who have been coding for a very long time. It’s folks that have maybe started coding or only joined in since the AI era. And now
Swyx [00:42:44]: what’s the latest Octoverse number? I know eighty million was my lastRem- member that a number of developers on GitHub
Kyle [00:42:50]: Oh, we’re over 200 million now.
Swyx [00:42:53]: Okay. Well, so you see?
Kyle [00:42:55]: Like over 200 million developers now.
Swyx [00:42:56]: But it’s not developers, right? It’s, it’s people with a GitHub account.
What Counts as a Developer in the AI Era?
Kyle [00:43:00]: So, so this is, this is the biggest debate that I would say, everyone loves to have at GitHub at this point. From my perspective, right, I think that there’s, there’s clearly a difference between, professional enterprise developer and then developers. But I think that I think that the idea that we should be I don’t know, splitting hairs or segmenting developers in the early era of software development is, not worth our not worth the time. So
Swyx [00:43:29]: When you get into gatekeeping
Kyle [00:43:31]: 100%
Swyx [00:43:31]: What is a developer?
Kyle [00:43:31]: 100%. ‘Cause I wasn’t a developer when I started writing code? I was going to
Swyx [00:43:36]: Oh, no. I made— I cloned a thing, seven years before I learned to code. And then I and then I wrote about my learning to code journey, and people Just called me a fraud ‘cause I had a GitHub account. And I’m “Well, no, I just use GitHub, but I don’t know-” “I didn’t know what I was doing.”
Kyle [00:43:49]: I I remember that. I remember those sets of posts, and like that’s, that’s b******t. So I fight very clearly on the line of, if you create code, if you have an idea and you create it into some way of, I’m, I’m going to run it and use the app right now, you may still use AI in that moment, but that’s okay. At some point you’re going to do the next thing. You’re going to create a big— You’re going to have to learn about this database. You’re going to fix a bug, whatever. We’re all on some same journey, and those people are also hearing about the great new agent skill package or a new CLI tool or a new whatever. And those projects are going up because you want to be a part of this moment, just like I wanted to be a part of the Ruby community when Ruby was popping off when I started becoming a developer, and now I can just click the star button. And so I think that yes, there’s clearly some amount of like spamming and game gamification that we’re working against, but I really think we’re just seeing this whole new cohort of folks that are moving from technology to technology because they’re not working on a 20-year-old software application. They’re working on a side app that they built on the weekend for their friends or for their new idea or whatever. And that’s how you see these enormous charts going up and to the right with With stars.
Swyx [00:44:59]: I think something that’s remarkable is the persistence or, that GitHub extends to those folks. Usually when I see platforms go into a new audience, they usually have to, have like a second platform with a different name that wraps the main platform. But somehow GitHub has been able to sort of persist and extend, and it’s friendly and whatever? So it’s, it’s nice.
Spark, Low-Code, and Always Showing the Code
Kyle [00:45:19]: I that’s partially why I think as we’ve tried to move into I don’t know, more like low-code-y things. We so we started working on Spark as like a way to, build an app and run it. I think that the reality is that we anytime we try to, kind of put even a veneer on top of it without when we put a veneer on top of something, we still always show you the code. That’s kind of like a tenant. We’re never going to, hide the code from you ever, because what
Swyx [00:45:52]: Why would you?
Kyle [00:45:52]: That’s, yeah, that’s the whole point? However, I think that what we learned with things like Spark is that really the value of Spark for most devs is, easy runtime. And you may have a runtime or a host that you’re going to use for that or you just build something and run it but, the package of making that even more simple isn’t really needed for folks that are trying to build software and not just trying to build, an app, which is, slightly different, a slightly different goal. So I want to get you in, I want to get you comfortable. I think the best thing for me as, someone that did not traditionally come into software dev way back, I want anyone to be able to breach that chasm and not be in the I don’t know, I feel like we’re, we’re still in an era of, STEM. I’ve got a 12-year-old and an eight-year-old, and it’s “We got to get ‘em into STEM,”? Over and over. And I like I do, I do the things that good parents do. I was “Oh, you want to do coding?” “Yes, I want to do coding.” Do coding classes. But now they’re just not afraid of doing software. And that’s, I think, the thing that’s honestly kept me at GitHub for so long. Anyone should be able to go and build a thing, just like I can go change a light switch in my house. I’m not going to go into the breaker box ‘cause I’ll probably kill myself? But, I can go change that light switch. Everyone should be able to go and say, “This fricking app doesn’t do what I want. I want it to work like this.” And that I think, is what’s kind of kept us all connected with GitHub through the years and some and during the easiest of times or in the hard times because of that opportunity of, we’re the home for all developers, and we want everyone to be able to have that feeling that we’ve had of, had an idea, I created it and holy s**t here it is.
Swyx [00:47:37]: Here it is. All right, I’m going to try to do more spicy questions.
GitHub’s Hardest Scaling Moment: Growth, Agents, and Uptime
Kyle [00:47:42]: Great.
Swyx [00:47:42]: Is it an easy time now or a hard time?
Kyle [00:47:45]: Oh at GitHub? It’s a hard time. Like, it’s a hard time and also, I was just with my team and I said, “This is also, the best and most exciting time that I think I can remember at GitHub.” Because
Swyx [00:47:57]: Best of times, worst of times. It’s never one
Kyle [00:47:59]: ‘cause we’ve we were talking about Octoverse reports and, usually we do an Octoverse report once a year, and we look at the numbers, and we say, “Oh my goodness.” I was at Universe in October saying, “This was the fastest year of growth that we’ve ever had,” right? And now we’re doing more in a month than we did in a year last year.
Swyx [00:48:20]: You’re talking about PRs.
Kyle [00:48:21]: Commits.
Swyx [00:48:21]: Commits, yeah.
Kyle [00:48:22]: PRs. Kind of like you name it by roughly every measure that we’re looking at, there’s some amount of sort of growth that is much bigger, and that is breaking our system in new ways, not old ways. Like webhooks were always notoriously, unreliable over the years?
Swyx [00:48:38]: Whose fault is that?
Kyle [00:48:39]: not anymore mine, but for a period of time, I’m sure you could pull up a tweet that was “It was me. I’m sorry.” but, now, that got rewritten at a scale level that is still working and is not having problems today. Now what we’re finding isn’t just the isn’t the-The simple stuff that folks are on the sometimes on Twitter or on the internet are “Hey, why is this like this?” Sure. There’s absolutely silly problems that we shouldn’t exist. But now we’re talking about, unique, novel permission problems that happen only at a scale across all different objects or whatever, that now we have to go rewrite this underlying system. And so it’s, there are problems that yeah, caught us off guard, which I think I said. Like the growth is astronomical, but also we’re making such material progress in that I’m excited once we’re once we’ve kind of like reimagined the underlying foundation layer, or pieces of it at least, what’s going to be possible when it’s not just all of us and all the new people that are being developers and all of their agents and all the tools like working together. Because that’ll still happen in that in that GitHub tool, that GitHub community. But it’s a it’s a hard day anytime we can’t give you what you’re looking for. We have the same problem internally. We operate through github. Com. Of course, we have backups when things go down and whatnot for our own operations but we feel it too. If it’s not working it’s not working for us, and that’s kind of like the promise of dogfooding for GitHub. It’s always been true. We’re using the same tool you’re using. We’re not using a super secret version. We and so we also need it to be great for us for our customers of course for open source. And now an exponential growth of agents, Doing it too.
Swyx [00:50:32]: I wanted to load for audio listeners who maybe haven’t seen your tweets, whatever. So one billion commits in twenty-five. Now it’s two hundred and seventy-five million per week on pace for fourteen billion this year, if growth remains linear. Is that still the pace? I don’t know. It’s been a
Kyle [00:50:48]: it’s, it’s speeding
Swyx [00:50:50]: Roughly.
Kyle [00:50:50]: It’s still speeding up.
Swyx [00:50:51]: It’s, it’s April, so yeah.
Kyle [00:50:51]: Exactly. This was in April.
Swyx [00:50:53]: All right. So basically you have fourteen x growth, right? Year on year on year. And I think that’s a scaling issue. I think, I’m going to like try to really steel man this thing. People have experienced fourteen x growth. They haven’t had your downtime. And that’s like— C-can we go dig into that? Why? Like what’s the— what broke? What are we doing to fix it? Like just anything for the community to reassure them.
Why GitHub Reliability Is Breaking in New Ways
Kyle [00:51:18]: so there’s a Like I was saying, there’s a couple different places that we’ve seen the growth issues. Some of the growth issues, which is why we’re t— I was talking about pushing hard on more CPUs is in actions in particular. More tools, more agents, more PRs mean more builds, more builds mean more CPUs. And so we are expanding through not just our data center, but obviously we were talking about moving to Azure and moving to, adding an additional cloud compute because we simply need more CPUs. Not as much GPUs. We definitely need GPUs too, but now CPUs are becoming a factor.
Swyx [00:51:53]: It’s very CPU heavy.
Kyle [00:51:54]: Underneath the hood when it comes to some of the underlying services, we’ve been breaking up over the years our database infrastructure, so that way we have, more cognitive separation between our the various services. The place that we continue to have pain is in, permissioning. And so right now m-many of our permissioning layers sit into a database that we like internally call MySQL One, and old Hubbers will know what I’m talking about. And so we’ve been pulling things out of MySQL One for many years, because like and we use we use Vitess and we use other technologies to shard and we do it as one big
Swyx [00:52:31]: Famous thing, PlanetScale was born from this and
Kyle [00:52:32]: A hundred percent. Sam Old Hubber and friend. And so finding these opportunities to like break this out and then do that globally. The other thing that I think is interesting and both a unique opportunity and tricky is we also run everything I just talked about in a black box container with GitHub Enterprise Server for people that work on-prem. So we take everything I just said, and we also do it on-prem, and we also do all of that and we do it in a data residence setup for customers that need to have their data in a single location. Each of these has the unique characteristic around how we’re sort of storing that data in MySQL or in a permissioning setup. That’s where some of these outages have oc-occurred, where you’re seeing it more like across the board rather than just like the one piece
Swyx [00:53:17]: Filling the database
Kyle [00:53:17]: Isn’t quite working. Exactly. And so part of it is that. I think there’s been some other places where agents are much more or more projects appear to be moving towards monorepo versus we were going the other direction for many years in the industry. Repos were smaller, but there were more of them, and now we’re seeing the opposite. Repos are bigger, and there’s, not fewer of them per se ‘cause there’s new growth, but, we’re just seeing many more big repos. Big repos, big monorepos have always had, a unique performance problem. Because each one, is slightly different if, particularly if the underlying blobs are incredibly big Inside the repos. And so we’ve done a ton of work that you pro— like most people haven’t probably experienced, unless you’re in this case of the monorepo. But that Git, infrastructure layer improvement does help the overall, system because, many of the improvements that make monorepos work better make all repo infrastructure work better. And so, I could kind of keep going down the line where it’s another thing where we’re moving out of, We’re changing how we do j I’ll just say job queuing for lack of a better, explanation changing the underlying technologies there.
Swyx [00:54:32]: I spent two years being a job queuing guy, so.
Kyle [00:54:34]: And so it’s kind of a little bit of a little bit of piece by piece, and it’s mostly because as we were— as it was built, we built everything in a way that assumed, I guess in some ways that the size of the pipe of work was going to remain the same. There’s just going to be more people coming through each of those pipes. But instead now in places whereA git push was, generally a certain size for example, is now, no longer true.
Swyx [00:55:03]: Oh, yeah.
Kyle [00:55:03]: Or
Swyx [00:55:05]: I push a thousand
Kyle [00:55:06]: On the average. 100%
Swyx [00:55:06]: A thousand line commits like daily
Kyle [00:55:07]: Same thing with PRs. Like PRs same thing. And like we’ve talked about optimizing that and making changes where, and there were technology choices that did not work there? And it got slow, and it didn’t It was not fast. It did not do what the users wanted. And so we’ve been reeling that all out and going “Okay, that’s just not right. Let’s stop putting good money after bad and do it the do it the right way or the right way now.” So there’s It’s a it’s a lot of things, not quite when I’ve experienced scale at GitHub historically, it’s almost always two options that we’ve used. We go vertical scaling, particularly with databases, right? And we go horizontal scaling. Oh, we just have more people using this service. Great. We’re going to add more servers, and we rack them in our data center, or we use it in a cloud. And now we’re sort of in a like diagonal, where like vertical doesn’t really work anymore. Horizontal isn’t work either because we’re all We all have some CPU or GPU constraints in the world now, and now we have to go in and like crack open services that have been running for 10 or 15 years and go, “Okay, the rules of this service have legitimately changed, and now we have to rewrite them.” None of this is an excuse. This is like we’re We have to do the work. We have to make it better.
Swyx [00:56:22]: actually as an infra guy, I’m “This is like one of the most fascinating scaling challenges I’ve ever seen.”
Kyle [00:56:26]: That’s that’s, that’s the thing that’s the thing that it’s hard for Like when we weren’t talking about it publicly, and I was like I came out, and I was “Hey, I just want to explain what’s going on.” Part of it comes from a very old GitHub ethos, which is it’s our it’s our uptime. It’s down. W What I know you’re a developer, so you’re, you’re inclined to want to understand more what’s going on. But at the same time us going “Hey, this service didn’t, perform the way we expected, and now we have to go change it,” we weren’t We’re not trying to hide anything from you in that. It’s that well, that’s our problem because you expect us to be up, and I think that’s really baked into the core, origins of GitHub. And so now what we’re trying to do as a team is do all that work and just tell Talk about it more and just share you more technical details, write these blogs, write the posts, get the engineers who built it after they finish the work, just tell you “Okay, this is what we did.” I think that’s the contract that we want to bring back to the community and say, “Hey, we’re still very serious about what we’re doing. We haven’t been telling you about each piece. So let’s do that and we’re going to keep building this and scaling it in a way to support the If it’s not 14, then it’s 30 or it’s 50 or whatever the next exponential growth is going to be.”
Swyx [00:57:40]: First of all, fantastic answer. I think
Kyle [00:57:44]: And I apologize in advance if like any of that
Swyx [00:57:47]: I think it’s all nice
Kyle [00:57:47]: Is slightly incorrect just simply because
Swyx [00:57:49]: No
Kyle [00:57:49]: I’m not the I’m still in the weeds with this but it’s not my day-to-day. But like that’s the thing is we’re all looking at it to that level.
Swyx [00:57:58]: And obviously, if people want to help, they can join.
Kyle [00:58:00]: Absolutely
Swyx [00:58:01]: So like I think the that is, good. I think people also would just want to know when are, when are you through the thick of it right? Like is there Have we identified all the issues? Is this just never-ending? Is Git broken? Do we have to change the Git, protocol? Like what how much is breaking, right? It’s been a while. And so I think people do want to know What’s the path back to the reliability that everyone expects out of GitHub.
The Reliability Roadmap: Databases, Compute, and Load Testing
Kyle [00:58:30]: So like our availability in like recent few weeks has been much better than the three weeks before that or the three weeks before that and so forth. And so a lot of these improvements are still very much paying off for us. I think that we’re still working on that that database piece that I mentioned, and that just is a little bit physics a little bit of time to get it to get it fixed up. Because we have to the w
Swyx [00:58:59]: My the answer I had in my head Was call YouTube.
Kyle [00:59:03]: So YouTube ultimately is
Swyx [00:59:04]: ‘Cause they also use Vitess.
Kyle [00:59:05]: They also use Vitess. But the,
Swyx [00:59:09]: Like whoever was the guy, the scaling guy at YouTube?
Kyle [00:59:11]: Like that’s That I believe went to PlanetScale, and was a part of PlanetScale too. But like
Swyx [00:59:16]: Oh, you mean Sugo?
Kyle [00:59:17]: I think so. Yeah. And so, and so like
Swyx [00:59:19]: He’s at Superbase now.
Kyle [00:59:20]: Ah.
Swyx [00:59:21]: There’s a whole Postgres drama Thing there, right?
Kyle [00:59:25]: So like some of it’s that. I think the other piece of it is, our move to get additional compute will alleviate a fair amount of this particularly on the action side ‘cause a lot of the underlying, outages is actually related to,
Swyx [00:59:39]: I’ll tell you actions is the it’s the root of all evil.
Kyle [00:59:42]: it’s all It has its pros
Swyx [00:59:47]: Some extent
Kyle [00:59:47]: In that it’s the core It’s the core compute layer for either CI, side projects, et cetera.
Swyx [00:59:52]: Is the main money maker? Like is
Kyle [00:59:54]: Actions?
Swyx [00:59:55]: No? I don’t know.
Kyle [00:59:56]: like Actions
Swyx [00:59:57]: I pay a lot for compute, right?
Kyle [00:59:58]: like Actions is definitely a piece of the overall business, but I would say that like we ultimately also
Swyx [01:00:06]: Storage
Kyle [01:00:07]: Give away so many like minutes as part of our entitlements as that. But that’s what I was saying. Everyone’s using it. We talk about it as CI/CD, but the reality is people use it for CI/CD and
Swyx [01:00:17]: Automation
Kyle [01:00:17]: Various processing and automation, exactly. And so like part of it is also that like compute piece that is also alleviating some of our availability.
Swyx [01:00:26]: This is my abuse of, actions. I have been
Kyle [01:00:29]: Oh, yeah
Swyx [01:00:29]: I have been scraping for every day, and just like I just tell people to
Kyle [01:00:34]: Thank you for your service
Swyx [01:00:35]: Go dog because I But this is also how I track, actions all time. So anyway,
Kyle [01:00:41]: So like some of it’s going to be that. I would say that like each month I expect in the next three months, you’re going to see fewer and fewer moments where we have an availability problem Where things are going to go down, and that’s not just it’s stopped. It’s that we’re still experiencing faster growth than ever before. It’s just that those underlying improvements that we’ve been hard at work on, are finally paying off. It’s just that the improvements take-It’s less about, these incremental improvements where you make a small change, and you get this big output. It’s now material change That takes a bit of time, and then you see a step change in our availability.
Swyx [01:01:14]: There’s a thing we used to do at Amazon, I don’t know if this is, a thing, but, if automated software verification or simulation of load testing and all that. I’m, I’m just like at this point, you have a whole map of GitHub. And, while you can assume whatever growth rates on whatever dimensions that you care about and just run it through a system, right? I feel like there’s a way to, I don’t know, have a systems model of GitHub and, see what breaks. But obviously, I’m pro— I’m not that close to the problem, so.
Kyle [01:01:39]: But yeah, so yes, totally. And I would say, that’s been the journey and work that’s been happening since, I would say November to now. Because October, right, was the time where we even said, “Oh, look at the growth,” and, and then you start to see the chart
Swyx [01:01:53]: It doesn’t
Kyle [01:01:53]: Really pick up. And it’s oh, we tested it at N amount of scale, and now it’s at, N cubed maybe like in some in some vectors. And so now we have to go and build it that way and make sure that it can handle all of that scale.
Swyx [01:02:08]: Let’s talk Copilot. So how many original creators of Copilot are there?
The State of Copilot: From Code Completion to Agents
Kyle [01:02:15]: Oh, geez.
Swyx [01:02:18]: ‘Cause I count like twelve authenticated.
Kyle [01:02:19]: We haven’t— Yeah, I forget, all joking aside, I forget the number of people that were on, the original, GitHub Copilot team. But, there was a bigger group.
Swyx [01:02:30]: I heard it’s, it’s Alex. It there’s, there’s, a three people
Kyle [01:02:32]: Alex worked on it. Udo worked on it. There’s a a bunch of people that were on the team.
Swyx [01:02:35]: And then their entire management line. Okay. So enormously successful at its in its in its day. I think the last number, I think Mario Came to my conference, and talked about the hundred million dollar mark. I think most recently three hundred. I might be out of date as well there.
Kyle [01:02:53]: I don’t think we shared the dollar amounts.
Swyx [01:02:54]: All right, cool. Just, what’s the state of Copilot? It’s, it’s obviously as a concept brought into More of Microsoft. But just at GitHub.
Kyle [01:03:03]: so I think One of, one of the challenges is, that we had with Copilot, right, is that we came out the gate with code completion, and it was super great, powerful, et cetera. And then what we initially worked on after that sort of, initial year and a half, was, going after fine-tuning because our customers, the industry on the whole was really talking about, okay, well, how do we get more more correctness or performance out of this? And so we were working on a whole bunch of efforts to do fine-tuning on, larger and larger code completions or, next edit suggestions with fine-tuning, et cetera.
Swyx [01:03:43]: And let me clarify. Is this fine-tuning one model or per customer a fine-tuned model for
Kyle [01:03:48]: Per cust— Well, both. But, but, fine-tuning one model for the overall, use, and then fine-tuning per customer that wants this as, a service effectively. And around that time is when the next generation of models came, and that’s around the same time that all these other AI, coding tools came to be because the models really sped up. And so everyone kind of, will ask, “Well, what happened to GitHub Copilot?” there’s all this time, and I would say that we were on an era of going okay, we want to improve everyone’s results, and so let’s focus in on fine-tuning because that’ll give us these better results. And then the models got better. And so then ever since, we’ve been really on this kind of journey to go, okay of course, we have, this great code completion, and we’ve done a ton of investment in the better underlying models that we have post-trained better, next set of suggestions with post-training language specific models. All this stuff that kind of, sits in the ether of GitHub Copilot is code completion, but also have now ha— now have, a single underlying, SDK and harness for our coding agent Copilot ultimately. The new CLI, the new desktop app, cloud agents that use the same SDK. And so there was this moment of both, really trying to figure out what our customers want, models, Sherlocking us a little bit, then going and saying, “Okay, what does everyone ultimately need?” And what we think is that it’s not solely about the code generation. It’s really about having the ability to use these coding agent brained, harnesses or run times across, not just the coding experience where I’m going to, send a bunch of tasks out, or I’m going to use Fleet to break up a single task or autopilot similar to Goal all this stuff. But also how do I do that for all of my security remediation? How do I do that for every GitHub issue that comes in, just stick a coding agent on it just to see if it’s possible? How do go through my repository and see all of my documentation and extract out okay, this doesn’t actually match? That amount of sort of AI coding agent automation, I think is a big part of what we see when we’re looking at, okay, we’re still kind of going through a similar but very different flow. It’s just all happening at the same time. There’s not really the same, I’m going to create an issue to track my idea of building this. You’re probably just going to go, do it.
Swyx [01:06:22]: Just do it.
Kyle [01:06:22]: You’re going to say, “Hey, just build this,” right? And, there are still tons of, open issues and projects, et cetera, that are using issues like Peter and OpenClaw to be able to sic all of his agent on that. That kind of infrastructure layer and a really great coding experience that allows you to handle the sort of multiplexing, aspect is what we’ve built, are still building with GitHub Copilot. And so for folks that haven’t really used GitHub Copilot sinceThe thing that got them excited about this Which I I get. I really encourage you to, look at especially the GitHub, Copilot app. That’s my new daily driver. I obviously, if you prefer the CLI, also the CLI, be able to use all the models, the bring your own key side of it. We’re still improving our own models and using those too. And, it’s just like a very different experience, but I think that broader sense is of like software development and how coding agents can help throughout, not just Writing the code, or even verifying it or deploying it is is where we have this unique, angle. The other side is the context piece. Like
Copilot’s Future: Context, Taste, and Personal Developer Workflows
Swyx [01:07:44]: Oh, God
Kyle [01:07:44]: we’re still It’s like one of those things where I think the the final thing that will let me ultimately, feel complete at GitHub is, when we have this ability for GitHub to act like Kyle wants it to act Or Shawn or whatever. And we all codify that in rules and in memory and everything else, but
Swyx [01:08:03]: Well, that’s an open research problem, right? Like it’s
Kyle [01:08:05]: A hundred percent. A hundred percent
Swyx [01:08:07]: AGI when you get it. Yeah.
Kyle [01:08:07]: A hundred percent. But, if we can even just do it where my team, Without me having to codify everything, and as our methods shift on purpose to be able to have that full experience and all the understanding of what’s happening in my dependencies or open source, that feels like a big place for us to be able to continue to provide something really unique and valuable with GitHub Copilot.
Swyx [01:08:29]: Is there a form factor that we haven’t explored? I think like we did code completion Then we did kind of let’s broadly call it agentic IDE Which Cursor Famously popularized, and then now it’s, now it’s all about the sort of agent orchestration Background agent, whatever. And then there’s the security review. I feel like everyone’s like just throwing agents at everything. The entire SDLC has Just, covered with agents. Are we like at the end of history here, basically? Like is it just refinements from here on out?
Kyle [01:09:04]: I think that we’re all still in such this hypermyopic era of AI Where the reality is that for various, boring security and governance reasons at least for most people’s work, why is my coding agent, even if it’s all background agents, background running not, losing all the context that’s available to it across everything that I’m doing outside of coding? I think the most interesting thing to me in AI is actual ambient AI, not insert assistant name thing or, I’ve tried just about every pin in tool and whatever, and they don’t work the way that I’m looking for them to work because they are just trying to capture, and then they are trying to codify and then recall. And I think the thing that I’m looking for, back to the very beginning, I’m looking to be building out the next version of webhooks or, implementing a new feature, and it for it to know every spec doc, every email, the conversations that I’ve had online, everything about how this could be implemented and be able to, use that as part of its decision-making and none of these tools are ultimately doing this. So I think that it’s as if, software development work was a single lane task, was like it only needs a developer. Once I once I write the perfect code, we’ll be done here, but that’s just never been true. It’s all the context of the other team members, what the business is doing what’s popular right now, and I think that’s this huge opportunity for us to go much broader than really excellent coding agents? And that is honestly why I think OpenClaw has been so interesting is that sure, it’s connecting to all the data, sources that Kyle the human cares about, and now my question’s “Okay, how can I take all that and use that every day as a software dev connected together, not just have a new way to kick off a coding agent?” And that’s where we’re at. We’re saying, “Okay, I’m going to go use this CLI under the hood or this SDK,” but that’s not what I’m talking about. I’m talking about I’m having a conversation with you it downloads the podcast, and it realizes, “Oh, Kyle, sounds like Kyle needs this app or this thing or this “ That level of
Swyx [01:11:16]: Just recommends it.
Kyle [01:11:16]: That level of, that level of connectivity I think is where we still have a ton of ways to go in software because then when we have that red thread we want to pull, that idea, it can not only use the perfect way to write that code, but instead all of the sort of taste and judgment calls and expertise that I’ve earned or that we’ve earned as a group and use it as part of the actual implementation.
Swyx [01:11:42]: The extreme of it is AI runs your life, right? And I think there’s a scary inversion of control in the way that I literally doing it in the way that developers mean it in terms of frameworks Like the Hollywood principle, “Don’t call me, I’ll call you.” Like there at some point there is an inversion of control where, you should you stop telling what the AI, the AI what to do. AI tells you what to do. And, that’s a little bit scary, but also, maybe better.
Kyle [01:12:10]: like Nat, I think Nat Friedman shared this in a like a Stripe event like talking about his OpenClaw was, he connected OpenClaw to his cameras, and it was, watching him.
Swyx [01:12:20]: It redirected his Uber. And it,
Kyle [01:12:23]: there’s a degree of this where I was I actually would love OpenClaw to tell me to Drink water. I don’t know that I want it to be, Changing where my car goes, but I do think that’s kind of what I’m talking about, which is it needs to have so much more information at its disposal for it to be helpful to me, and I still don’t think we’re, anywhere near talking about AGI. I’m just talking about every time I have to tell you something I care about that I’ve ever kind of said or I’ve said a dozen times, it should be able to know that codify that or gain access to it. Like the dreaming ideas, are an attempt to kind of do some version of this but I think there’s a much more proactive angle that will help software devs if we can test that out a bit more.
OpenClaw, Ambient AI, and Inverting Control
Swyx [01:13:05]: Yeah. Well, the other thing about OpenClaw that reminded me Is Microsoft has a CVP Dedicated to OpenClaw. Why?
Kyle [01:13:16]: Because you don’t think they should?
Swyx [01:13:17]: I don’t, I don’t know. I think CVP is a high title. What, why is this so important? Like Microsoft Doesn’t even own OpenClaw. What’s, what’s the
Kyle [01:13:29]: so I— we’re talking a lot more about this at, Microsoft Build this year too. I think, the main thing is that what OpenClaw has done is it has made this connection for people to have access to the resources that you have access to and be able to do things for you in a way that previously people were trying to codify into their own agents. And so when you think about it like in the work context, wouldn’t it be great to have a Claw-like object that I could actually run on my work device that or had access to my work assets, made— worked well on Windows what that would look like. And so I think that OpenClaw has become the personification of, a valuable agent that understands me because it has access to all of my information, and it can use a computer. And so thus it can do a lot more than, just a task-oriented process or like a a chat tool, et cetera. And that’s like a bunch of the goal of Build, right? We’re at Build this year trying to take a very different approach of it’s unapologetically aimed at developers. We’re trying to show the bigger investment to not just say, “Hey,” like you said, “Why do you have a CVP of OpenClaw?” Well, because, one of the problems that we have, right, is that our agents, if you install them not on a Mac Mini or not on a hosted device, you install them on a personal device or a work device, we need better sandboxing at the OS level. I need to be able to use that Claw and not, get fired. And so Microsoft is “Okay, great, let’s, do that too.” And then it’s, okay, well, where should I be able to talk to this agent? Should each of us just have a Claw available to us at work? Probably. And so there you go. And continuing to contribute a ton to the open source project too. Microsoft, I think as I’ve gotten more and more, information there’s so much investment into the open source, projects themselves that for whatever reason just I think there’s like this they don’t want to come off those teams don’t want to come off as like taking any credit or getting any recognition. But so many of these core contributors or teams are full-time just pushing into open source projects. And, I think that’s, that kind of shows the difference between, well, why are we looking so hard at something like Claw? Why are we looking at sandboxing on Windows? Why are we looking at cloud versions of sandboxing? Why are we looking— Because ultimately, we need more platform components. We don’t need everyone to be building the same exact, top-line product. And so if we’re building for builders, that requires us to give you all these components and tell you what they are and how they work and why you should be interested versus only delivering that single vertical over and over and over again.
Microsoft, Windows Sandboxing, and Platform Components for Agents
Swyx [01:16:23]: I think, my maybe one way of framing it Is that Microsoft is the original operating systems company. And here is the new operating system for AI.
Kyle [01:16:35]: like I think that we are also in an era where we are— we need to help build that bridge? All joking aside operating systems need to look different than they looked five years ago because it’s not just you using them anymore. And that’s changed the whole idea. It’s not, “Okay, my Claw is going to create a user account.” Doesn’t work like that? And so just just like all of us, we all have to look much more deeply in the stack, all the way down to, the silicon layer in Azure to be “Okay, well, What do we need now?” ‘Cause the workloads are different. It’s not just, “Okay, we need more inference.” It’s, “Okay, well, what type of inference do we need? What type of compute do we need to run these agents or run these agentic flows?” it’s a really interesting kind of like multi-layer problem, versus kind of, I would say software in the last five or six years were all going to our events, and we’re kind of saying a version of the same thing. SaaS product has new SaaS thing. It’s the best SaaS thing ever.
Swyx [01:17:42]: It was boring for a while.
Kyle [01:17:43]: And so now it’s like Oh my goodness, we’re at physics.
Swyx [01:17:47]: It’s great.
Kyle [01:17:48]: We’re at physics problems. And that’s exciting.
Swyx [01:17:50]: We’re— we’re now trying to make, semicondu- room temperature superconductors. Still. That’s, that’s, that’s never going away. No, I think, that’s a really good overview of, everything. I think, have I have we left anything unsaid that you wanted to really get out there that we should cover?
Build Announcements, Enterprise Adoption, and AI at Work
Kyle [01:18:07]: I’m really excited by for folks checking out, checking out the announcements that we have at Build go you can go look at them online, take a look. I think that I’m hoping that it’s driving, a degree of curiosity and interest because there’s such this big shift that we’re making at Microsoft for developers, where if you’re a daily driver of a Mac device or a Linux device, and you’re “Okay, I don’t use Windows,” there’s improvements that are being made that I think are going to surprise folks to just be “Oh, that’s in— they really want to do that?” not, And I’m talking for developers. I’m not talking for I play video games on the weekends on my Windows computer. I’m talking my daily driver. Like-All the way from that to, okay, well, what is it like to build an agent or build an app and deploy it and run it at work in particular? I think that is a big piece of it where I talk all the time with the team how I build on the weekend should be how I build at work. But if you’re working at a Fortune one hundred or a Fortune five hundred, you’re probably not vibe coding an app and then shipping it to some service. You got to go through security and compliance. How can we move just as fast at work? And that’s, I think, something that we have a bunch of different offerings for to give you that same sort of agility and power, but in the work context. And then I will tell you I’ve mentioned it a couple times, and, it’s very freaking cool. If you are in the M365 land in any way, check out WorkIQ, check out FoundryIQ. These little, oversimplifying it context engines are wild good. And, we’ve given them to our developers at GitHub, we’ve given them to employees at GitHub as we’ve used these tools to be able to just ask questions around everything that you have in your work context. And with FoundryIQ, be able to just do the same exact thing across all your existing stores. What— Not move to new tools, just connect them in. It’s surprisingly powerful, and you your boss is still not going to get fired, and IT is not going to turn it off because it’s leaking all this private information. That is the trick that I think, is sometimes getting lost when we’re talking about all these all these great new platforms. ‘Cause I can use them, I’m “Oh, this is super powerful. Oh, and I can’t I can’t use it.” and it’s Not because I’m at work at GitHub. It’s be
Swyx [01:20:34]: ‘Cause I’m not allowed, yeah
Kyle [01:20:35]: It’s ‘cause I’m not allowed, because they can’t do all the things that large, complicated companies need. And so, whether it be I said, just the kind of interesting daily driver curiosity all the way through to, “Oh, my gosh,” “I can go use this at work tomorrow potentially,” and have that context layer, have that intelligence, it’s a huge, it’s a huge shift. And so check it out. I’d love to hear— I’m, I’m not shy on social. I’d love to hear feedback. What’s working what’s not. But hopefully surprise folks a little bit.
Swyx [01:21:07]: What I’m hearing— so first of all, I think that’s, that’s a great pitch. What I’m hearing, actually, is that you should put the WorkIQ people next to the Copilot people. ‘Cause, the exact prob- context problem that you named They solve enough for you to do your job, which is nuts.
Kyle [01:21:23]: So, the thing that we are lit— that’s literally what has been Happening the last several months.
Swyx [01:21:29]: I already forecast you were going there.
Kyle [01:21:30]: It’s totally ‘cause, you’re totally right. The code, the code and the code asset problem is a little bit unique. But otherwise
Swyx [01:21:36]: That’s it
Kyle [01:21:37]: We’re all working
Swyx [01:21:37]: It’s context
Kyle [01:21:37]: With each other now. It’s all just context, exactly.
Swyx [01:21:40]: Amazing. Great. I’m going to be there. I’m going to be doing
Kyle [01:21:43]: Great
Swyx [01:21:43]: A couple sessions there. I’m going to be interviewing Satya.
Kyle [01:21:46]: I know.
WorkIQ, Copilot Context, and What to Ask Satya
Swyx [01:21:47]: When I first started the pod, though, I had, Jeff Dean on. Jeff like It’s like hall of fame of People I want to meet someday. Satya’s on there. So, what should I ask Satya?
Kyle [01:21:57]: I think, I think that the best question to ask is what he thinks is true in, two or three years from now. It seems like such a throwaway question. But ultimately, the way that the way that he is looking at this AI problem in, inference problem, token problem, and what we’re how we’re actually going to be working I think you can see some of the recent shifts that have been happening inside of Microsoft to kind of drive us to a place where it’s not four, five, six, seven, eight different things. It’s not a lack of context everywhere. But, why is this sort of approach in two years going to, pay off? Because that I think
Swyx [01:22:41]: Wow, that’s a bold Okay. I’ll ask it. I’ll say you I’ll say I prompted by you but
Kyle [01:22:45]: Absolutely
Swyx [01:22:45]: It’s a bold question because there, I think there’s a lot of, doubts to be honest, Externally. And so, yes, I want, a straight answer from him on that I think would reassure a lot of people, and honestly, give me a lot of food for writing. So, thank you so much for spending your time. Thank you for doing what you do. I think as a CEO, you don’t need to be the external face. But, because you are authoritative, ‘cause you have so much background with GitHub, and it’s so authentic, we on the outside feel it. So thank you for that.
Kyle [01:23:16]: Of course. Appreciate it. Thank you so much, Sean.


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Today’s guest Ethan first joined us for the LS Paper Club as the lead on NVIDIA Cosmos World Model, but then joined xAI and built Grok Imagine in 3 months:
He comes back on Latent Space with some nuclear hot takes: that Video Models primarily get their intelligence from LLMs, not from training on video data, and that the next frontier for truly interactive, realtime, long-horizon world models is to work on LLMs (perhaps Interaction Models as well…)
Put it this way: In the near term, the next Sora won’t be a better video model, but a video agent.
Generative Media may more closely follow the evolution of AI coding which went from focusing on one-shot output performance and cost, to multiturn reasoning and planning models for agents and systems that can plan, edit, test, debug, and submit PRs.
At a certain point, coding models got so good that the only significant next step to improve performance was handling the orchestration of these models.
Now as the performance of video models increases significantly across realism, consistency, & prompt adherence while becoming more cost efficient, the next evolution of video generation may also be systems that can plan, generate, edit, critique, and iterate across an entire creative task.
In this episode, Ethan joins swyx and Vibhu to unpack what it actually takes to build frontier image and video systems: data, VAEs, diffusion transformers, audio-video alignment, inference speedups, and the hidden cost of storing and moving massive video datasets. From building NVIDIA’s Cosmos world model to joining xAI as Grok Imagine was being built from zero to one, Ethan He has been at the center of some of the most important work in video generation, multimodal models, and real-time world models.
We go deep on Grok Imagine, how a small xAI team shipped its first multimodal video model in three months, why iteration speed matters more than almost anything in model development, and why many of the biggest gains come from fixing tiny bugs in data and training pipelines.

Flipbook: The future of Videomaxxing
Video agents are almost a sure bet to be the trend in the coming year. We end with a glance at what’s beyond video agents:
Flipbook caused a minor sensation this year when it was released, but most treat it as a fun demo. Ethan takes it very seriously — with the speed and cost of inference coming down every year, the future of custom video JIT UI is closer than you think. We talked about why videogen models may become the front end of AI, how generative UI could replace traditional HTML/CSS, why world models need to be real-time, interactive, and long-horizon, and why the future of video generation may depend more on language models and agents than on diffusion alone.
We discuss:
* Why fast iteration mattered more than meetings
* Why small training bugs can drive huge model quality gains
* Why coding models may make compute the bottleneck again
* How image and video models are trained with synthetic captions
* The role of VAEs and latent space in frontier video models
* Why image models are the foundation for video models
* The tradeoff between temporal compression and real-time interactivity
* Flipbook, Neural OS, and the future of generative UI
* Why future interfaces may go from user intent to pixels
* The hidden cost of training video models: storage, egress, and GPU hours
* How step distillation and consistency models (like OpenAI sCM) makes video inference orders of magnitude faster
* Grok Imagine 0.9 and large-scale audio-video generation
* Why audio-video alignment is harder than text-video alignment
* Ethan’s definition of world models
* Reference-to-video, video extension, and long-context video generation
* Why xAI’s research communication undersells Grok Imagine
* How xAI culture shaped the speed of development
* AI watermarking, SynthID, and detecting generated media
* Why prompt rewriting matters for video models
* Grok Imagine Agent and the rise of video agents
* Why language models may unlock better video generation
* Robotics, physical AI, and embodied world models
* Why Ethan left xAI and shifted focus toward LLMs
* Self-managed context, memory, and the next frontier for language models
Ethan He
* LinkedIn: https://www.linkedin.com/in/ethanhe42
* X: https://x.com/EthanHe_42
Timestamps
00:00:00 Introduction
00:01:25 From NVIDIA Cosmos to xAI
00:03:24 Building Grok Imagine from Zero to One
00:10:07 How Image and Video Models Are Trained
00:18:53 Video Compression, VAEs, and Real-Time Tradeoffs
00:22:10 Generative UI, Flipbook, and Neural OS
00:32:10 The Cost of Training Large Video Models
00:37:04 Distillation, GANs, and Fast Video Inference
00:41:21 Audio-Video Generation and Grok Imagine 0.9
00:48:34 What Makes a World Model?
00:55:51 Reference Videos, Long Context, and Video Memory
01:00:11 xAI Culture, Research, and First-Principles Building
01:09:45 AI Safety, Watermarking, and Prompt Rewriting
01:13:10 Video Agents and AI-Assisted Creation
01:27:32 Why Language Models Unlock Better Video
01:31:15 Robotics, Physical AI, and Embodied World Models
01:32:38 Why Ethan Left xAI
01:34:16 Self-Managed Context and the Future of LLMs
01:38:43 Ethan’s Career Path and Closing Thoughts
Transcript
Introduction: Ethan He, Latent Space, and the Path to xAI
Swyx [00:00:00]: We’re here in the studio with Ethan He, most recently of xAI. Welcome.
Ethan [00:00:10]: Thank you. Glad being here.
Swyx [00:00:11]: We’re also here with Vibhu. you were first coming to us or joining the latent space world because you were working on Kosmos at NVIDIA, and you did a paper. We loved it. you presented it as well, so thank you for doing that.
Ethan [00:00:23]: I’ve actually, I also presented the MoEs twice at latent space.
Swyx [00:00:29]: How did you actually hear about us? Did we reach out to you? Is that how it worked?
Ethan [00:00:33]: No, actually, I-- the community. Like I realized, oh, there is this online community that people talk about AI and also learn from each other through papers every week through the Paperclip. It’s very nice.
Ethan [00:00:49]: I learned a lot.
Swyx [00:00:49]: I think three years stop. We haven’t stopped even on Christmas and New Years. many weeks I want to stop but it keeps going.
Vibhu [00:00:58]: No, that was good. I think you had posted that you worked on a paper, and I was “Oh, very cool. We have Paperclip. Present then.”
Vibhu [00:01:04]: But I might have reached out to you after.
Swyx [00:01:05]: you-- because it’s an amateur club, right?
Swyx [00:01:08]: so it’s very unusual and but we have sometimes paper authors come by and actually explain the paper. Today we just did, the poolside paper, which was apparently very good.
Vibhu [00:01:18]: Came out yesterday.
Vibhu [00:01:19]: pretty interesting, right? Fully open. They talk about everything, systems. So it’s a good one. We’ll, we’ll recommend people to read it.
Swyx [00:01:25]: Bring us up to speed on your transition to xAI, ‘cause I actually don’t even know when you joined. just like tell the, tell the story about the sort of transition.
From NVIDIA Cosmos to xAI: Scaling Video and World Models
Ethan [00:01:34]: Before xAI, I was working on Kosmos world model as in-- at NVIDIA. So Kosmos is, it’s a giant video foundation models that can-- that aims to simulate the world and for-- it serves as a foundation of-- for all of the roboticists to build on top of. There, once I built the Kosmos one, I realized as this thing also has a scaling law similar to language model, we need to scale up the video models further. that’s, that’s why I realized I need to move to somewhere with much more compute resources. That’s how I
Swyx [00:02:13]: Than NVIDIA?
Vibhu [00:02:14]: The GPU rich came themselves.
Vibhu [00:02:19]: And timeline-wise, when was Kosmo? It was pretty early, right? It was open world model, open paper, everything.
Ethan [00:02:25]: It was end of twenty-four.
Vibhu [00:02:28]: End of twenty-four.
Ethan [00:02:30]: Then at mid twenty-five, I moved to xAI. At that time-- I joined about the time when xAI was about to build video models and in multi-model models. There were no infra, no data, and no model, and it just-- as a few engineers, we built it in three months and released the first model, Grok Imagine zero point nine.
Ethan [00:02:55]: And since then, I keep working on video models and move more from training and to post-training of the video models. For example, like a reference to videos, kind of like the cameo feature and, video extensions. And, before I left, I worked on a world model, leading a small team to focus on the real-time long horizon video generation.
Building Grok Imagine From Scratch in Three Months
Swyx [00:03:24]: Can you give like a rough roadmap of okay, you’re on a brand-new team. Grok previously was only text, or they partnered with BFL for their image gen stuff. What do you-- what are the building blocks, right? You have compute, data you can procure somewhere. Like just what are like the sequence of things that people should think about when you’re setting up a new team?
Vibhu [00:03:43]: actually even deeper, not just data you can procure. You guys had to go through getting the data too, right? So you shipped it pretty fast, but yeah
Swyx [00:03:51]: three months is like
Vibhu [00:03:52]: From everything
Swyx [00:03:52]: actually like very surprisingly fast.
Ethan [00:03:55]: One thing I say like thanks to my experience at NVIDIA, ‘cause first time when we were building Kosmos together, we built it, for about a year. So this is like the second time I do it. Roughly have an idea, what to do. I say the most important thing is the talent. Everyone were very strong and clever, very close with each other towards a common goal. So that speed up things a lot. So you reduce the communication bandwidth among people, and everyone can work towards the same goal. It’s, it’s like every day there’s not that much meetings on the calendar, like maybe like a, like a sync a day, and after that it’s, it’s just all building. It was pretty fun at that time.
Ethan [00:04:47]: And another thing is that xAI has very strong foundations of like data inference, model inference, and the supporting there can help the model develop a lot. When I look at, training models, I don’t so actually the top important thing is like how many, how many iterations can you do, per day? and the more iteration can you do, you can, you can train the model much faster. So if you have very strong infra and you have a lot of compute, you can, you can train these models in very short period of time. That can give you a much larger buffer to, for errors, and it also gives you the opportunity to spot more bugs.
Iteration Speed, Compute, and Debugging Model Pipelines
Swyx [00:05:46]: What is an iteration? Is it like a few hundred steps or what are you
Ethan [00:05:50]: Let’s say just the train-training the model, like from acquire new data and maybe design new algorithms and train a new model, maybe at smaller scale or
Swyx [00:06:01]: So cycle time for like any hyperparam that you’re searching.
Ethan [00:06:04]: Cycle time and tune to like eval this model. Is this model better than my previous iteration?
Ethan [00:06:11]: So
Swyx [00:06:11]: So it’s like before you, someone had already set this up that you can iterate very quickly.
Ethan [00:06:15]: I think the foundation there is extremely good forDeveloping and research models.
Ethan [00:06:23]: And often I find is it-- this is kind of boring, but like a lot of the improvements does not come from new algorithms. It comes from finding small bugs here and there in the data pipeline, in the, in the model training pipeline. Those give, those give the biggest boost to the model quality.
Vibhu [00:06:46]: It’s interesting, right? So you say it’s like small team, less communication bandwidth, but also a lot of quality is like find little bugs. It seems counterintuitive, right? You have a lot of people, you can iron out more of those, but it’s interesting to see the other side, right?
Swyx [00:07:00]: I also wonder, have you-- do you try using LLMs to look for bugs? I don’t know.
Ethan [00:07:05]: I remember at that time it was mid two thousand and twenty-five, so it’s the coding model wasn’t quite there yet. I remem- I remember like December two thousand and twenty-five, it was extremely good. Yeah, I’ve been, I’ve been using it at that time. It’s, it’s helpful. sometimes it produce codes that are kind of difficult to maintain, even though like the first time it built something extremely fast. But it gave the, like a spaghetti code, thousands of lines that I couldn’t maintain, and the LLM itself couldn’t figure out what’s, what’s wrong and how to improve on top of it. But now I find it much better. Yeah, I want to bring up another point here is now coding models are much more efficient and can help us implement stuff much faster. Compute might become a bottleneck again because previously, like if you want to train a new model, say you want to generate new synthetic data and then or write a new algorithm, it might take a few weeks. And during that period of time, you don’t-- you might not have experiments to run. But now you can build that thing within a few hours, then you can immediately train a model.
Ethan [00:08:24]: Now you have to have enough compute to try all of the ideas. So compute might be the bottleneck of iterating speed again.
Swyx [00:08:36]: yeah, I actually, honestly, I think it’s like kind of a stressful job because you’re “Well, I should be trying everything, and if I’m not, then I’m not doing my job well.”
Vibhu [00:08:48]: there’s also the stress of you’re eating thousands of GPUs per hour, which is very expensive and, compute can go to other researchers.
Swyx [00:08:56]: You got the daddy Elon to
Vibhu [00:08:57]: You got daddy Elon.
Ethan [00:08:59]: It was
Vibhu [00:09:00]: But there’s still finite amount of compute, like you want to use it, you want to use it well, you want more of it.
Ethan [00:09:06]: That was quite stressful indeed. Yeah, I think one thing is the-- with coding models now, like a lot of these jobs can be automated, which is much better. A second, it’s a, it’s a marathon, so you got to maintain good health and, a regular schedule.
Vibhu [00:09:28]: It’s, it’s hard to hear that when you shift from zero to nothing in two months.
Swyx [00:09:32]: and, I think obviously the culture at xAI is very famously, people work very hard. one thing I did want to dive into, in our-- in the notes that you, that you sent ahead of time, you had specific comments about the cost of Video Gen training. presumably this is on the Colossus-1, right? the two hundred megawatt cluster. Any whatever you want to just share on that.
Vibhu [00:09:54]: I think there’s, there’s three things we’re talking about, right? So there’s Video Gen, there’s also the Image Gen model that you put out. Do you want to like complete the, okay, so zero to one, you have a few months. Just what are the stages of create Image Gen model?
Swyx [00:10:06]: Oh, yeah, maybe I got distracted.
How Image and Video Models Are Trained: Synthetic Captions, Tokenizers, and VAEs
Vibhu [00:10:07]: Sorry. and then, from there’s Video Gen, there’s Audio Gen. Would love to get into those next. But what is that first few months like? So small team, a lot of bugs, iterations, but what does it look like? Do we take something off the shelf? Do we just get data compute? What’s, what’s the few months like? How do you go to state-art Image Gen model? How do you just start?
Ethan [00:10:28]: I cannot comment specifically how xAI did, but it’s, it’s a quite standard process. I can draw some, examples from Cosmos. So mainly it’s building a video model, you actually need to build a image model first. And building these two models, the data you need is a hundred percent synthetic pair of language and image or language to video. Because on the, on the internet, actually, the videos don’t naturally associate with text. So you can say, oh, like on YouTube, you have the title and you have the description and the comments
Swyx [00:11:11]: Title
Ethan [00:11:11]: of a video, but usually they’re not relevant to the video itself. And say maybe like the video is a natural scene of mountains or something, and the title is, I’m so happy today.
Ethan [00:11:26]: So they have they have no correlation at all. So the first step is to, you have to generate synthetic pair of language with the videos. So you gather videos from the internet, and you use a VLM to caption the videos. So that part, here’s a question, like how do you, how do you gather VLM to begin with? So if there’s no
Swyx [00:11:55]: You, so you fuse the model, right? Like
Ethan [00:11:57]: Say if there’s no like VLM exists, like how do you generate the text to the beginning, right? It’s, it’s impossible.
Swyx [00:12:04]: I see.
Ethan [00:12:05]: In the beginning, it’s like you ask human to describe the video as detailed as possible.For example, you ask them to describe everything, like all objects, all characters, and all interaction and dialogues in the, in the videos. So that’s in the protocol of Cosmos labeling. We require the objective we give to the labelers was that you have to describe the video as detailed as possible, such that a blind person hears a blob of text can reconstruct what the video is like from their head.
Swyx [00:12:43]: Video or image? You’re talking about images.
Ethan [00:12:44]: Video or image, either one of them.
Vibhu [00:12:47]: This was pretty common when we went from clip and DALL-E, right?
Vibhu [00:12:51]: It’s all training on really detailed captioning of images. So same is applied to video, but instead
Ethan [00:12:57]: same applied
Vibhu [00:12:57]: of using multimodal model to pass in video images and write rich descriptions, you can also
Swyx [00:13:04]: I think there’s this traditional perspective of supervised, or, very highly human curated thing. I feel like there’s a unlock with unsupervised, right? Where like you have enough to bootstrap that you can just throw common corpus on it or, whatever. like unsupervised vision and language pairing, right? Like where you just have, interspersed image and text and it just learns. To me, that is the VLM breakthrough that is different from the clip, different from the LM era.
Ethan [00:13:36]: It’s interesting to see that you kind of need both data.
Ethan [00:13:41]: For example, for the
Swyx [00:13:41]: You need it to bootstrap it up. Yeah
Ethan [00:13:43]: for the generative model training, there’s also usually like a small percentage of unlabeled data. So the model is instructed to generate a video without any text instruction. That can also help the model generalize. So after this stage of generative synthetic pair, so, one important common step is to train a compressor or a tokenizer of the image or videos. So because, if you train-- If you can technically, theoretically train image or video models on pure pixels, but the problem is that the, it’s, it’s a lot of tokens. So like one image, it’s, a thousand by a thousand, it’s like one million tokens, one million pixels. It’s impossible to train transformer on that. So it’s, you need to train a tokenizer, which can go from image to latent space and latent space back to image.
Swyx [00:14:45]: That’s why we named the podcast.
Swyx [00:14:48]: But, basically, you’re talking about vocabulary science.
Ethan [00:14:50]: so vocab.
Swyx [00:14:51]: And so, what is, what is imp-- like a million is impossible?
Ethan [00:14:54]: In generative models, the vocab is continuous. It’s a continuous space. We can think about like you map an image to a vector. It’s a, it’s a fixed length vector. It’s sixteen or forty-eight, something like that. And then you map that vector back to the image space. And the mapping is, has-- The mapping is patch-based. So you say you have
Ethan [00:15:22]: a sixteen by sixteen patch and you match, you map that patch of pixels into this latent space.
Swyx [00:15:29]: We’ve covered this
Vibhu [00:15:30]: This is like the vision transformers
Swyx [00:15:32]: VAEs,
Ethan [00:15:33]: VAEs.
Vibhu [00:15:34]: You basically compress your input, you do your generation, you’re reasoning all that generation in smaller dimension, and then you project back out.
Swyx [00:15:43]: VAE is a form compression, but I think the for me, the patching thing is from VIT, right?
Ethan [00:15:48]: You can make those.
Swyx [00:15:49]: Literally the, yeah, the paper is titled like sixteen by sixteen is all you need. something like that. and then I think also, people make a lot of comparisons with this kind of patching with convolutions.
Swyx [00:16:02]: Which is you’re, you’re kind of re- reconstructing the old paradigm with the new.
Ethan [00:16:05]: Actually, in VAEs, there are, there are both convolution networks and transformers. You can actually do both.
Ethan [00:16:14]: After this VAE, so what you’ve got is you’ve got latent space tokens and you’ve got the language tokens. So now the training of the diffusion transformer, usually generative models use diffusion transformers. It is actually quite standard. It’s, it’s very similar to how you train a language transformer models. It’s not that much difference. It’s just the tokens, the visual tokens in, visual tokens out. The only difference is there’s a denoising process. So you train the model to unmask some of the noise. So you add, you add random noise to the visual tokens, and then you train the model to remove those noise to generate the clean tokens. Any inference, the model can iteratively remove noise from a hundred percent noise.
Swyx [00:17:12]: And then there’s also, to speed things along on the tech tree of diffusion, there’s CFG, and then there’s, there’s also, latent diffusion that, there’s, there’s someone in there. I think, somewhere along the line, obviously, like stability and all these other guys, pioneered a lot of this, architecture. I don’t know if you want to get into that or just, or do the video side up to you.
Bootstrapping Video from Image Models and Temporal Compression
Ethan [00:17:37]: After you train such model, such image model, the reason it’s a, it’s a foundation for video models is that image models are cheaper to train, and they have much denser connection between language and text. So, sorry, language and images. For example, you train a billion, you train on a billion images, and there’s a mapping from the text to the image. And the cost to train the same, like the, a billion, a billion text to a billion videos, that’s much more expensive because videosNaturally have more tokens than images. Because the diffusion models, their understanding of, language purely come from this mapping. So if you don’t have enough mapping, so if you only train on like a ten million videos or something, there-- you might not see enough language tokens in your training, so your model does not understand human intention enough. So that’s why you really-- you train-- you first train this image diffusion models, and then you bootstrap the video model from there.
Swyx [00:18:53]: One thing I did want to ask, because I-- actually, I think you’re, you’re the first per-- video model person I’ve ever talked to, I think. we’ve, we’ve like talked to Luma and all those folks. There’s all these tricks in video compression where basically frame by frame there’s not that much difference, so actually you don’t have to regenerate or save the whole frame, right? but I think MP4 compression or something else like that.
Swyx [00:19:16]: is it tempting to use that? Or as far as I can tell, everyone just treats it as, “No, we would just generate every frame.” Is that roughly the state-art?
Ethan [00:19:27]: There are a few different approaches. Let’s say first, like you want to just directly use MP4 compression and use that as the tokens for the transformers to train, right? So people actually have tried that, but the main challenge is the latent space for the MP4 tokens were not, were not very comprehensible for the models. It’s, it’s extremely hard to train on that. And there’s a
Ethan [00:20:01]: So that’s why they created VAEs, which creates more continuous, latent space, so the models can understand that latent space and learn from it much easier. Even within the VAEs, there are different difficulties of the latent space. So you can imagine something the simplest, the most naive VAE is like you have an image, and you just shuffle all of the images into a, into a vector. So you don’t need to train any VAEs, right? But that latent space is extremely hard for models to train on top of. That’s why there are some debate on like how do you compress the tokens. So you mentioned like you can compress frame by frame. Also, you can compress, the temporal dimension.
Ethan [00:20:52]: The difference is if you compress the temporal dimension, you get a much higher compression rate. Because there’s temporal redundancy between frames, because, this frame and the last frame, likely they are mostly similar, so there’s only some small difference. for example, I think in 12.1 VAE, they have like a eight by eight by four compression rate. So the four temporal tokens are compressed into one tokens. That can save a lot of, save a lot of the context length. If you do it frame by frame, you have to do maybe like eight by eight by one. Your context length will be four times larger. That being said, the benefit of the frame-- per frame compression, we might come back to this later, is, real-timeness and interactivity. ‘Cause if you, if you strain the output of the model, frame by frame, you can-- the model can respond to any user request immediately. So if you have like a temporal four compression, four times compression, then
Swyx [00:22:06]: It might be laggy
Ethan [00:22:07]: there’s a lag there in nature.
Swyx [00:22:10]: So you’re very pilled on this. let’s just go ahead and bring it up ‘cause we have the visual prepared anyway. There’s some frontier applications of real-time video gen. So Flipbook is one of the examples that went viral recently, right? What is Flipbook?
Real-Time Generative UI: Flipbook, Neural OS, and Diffusion Front Ends
Ethan [00:22:23]: Flipbook is kind of like a web brow- web browser. You can see like it has the web bro- browser UI on top. The difference is all of the UIs are generated by generative image model in real time, and anything here are fake. But you can, you can explore inside this wor- this imaginary world. Say like we-- here we have engineering the Great Pyramid. Like the model generates this for us to understand how it works, and if we want to navigate around and understand further, we can click on some of the, some of the description here, and the model will generate a new page, new subpage describing the details we want to know about.
Swyx [00:23:14]: So it’s basically kind of we’re playing a video, but it’s pausing for our next interaction, and then it just plays the next thing based on our interaction.
Swyx [00:23:23]: Which is kind of cool.
Vibhu [00:23:25]: and you kind of decide your story. So this was, how do you make a pyramid? levering technique seemed interesting, right? It shows how do you take Okay, I want to know what is this
Swyx [00:23:35]: The demo, the demo tweet had more animation between frames.
Vibhu [00:23:38]: I think it’s just skipping,
Swyx [00:23:39]: Oh, it’s just skipping a lot of frames.
Ethan [00:23:40]: they also have a video mode
Vibhu [00:23:42]: It takes a lot. There’s a lot of people
Ethan [00:23:42]: but, a lot of people are using it.
Ethan [00:23:45]: So it’s not available.
Vibhu [00:23:46]: There’s a live video stream. We can try,
Swyx [00:23:50]: So this is an example of the kind of future that you see at the extreme. We don’t-- we’re obviously not in it today.
Swyx [00:23:56]: But in a world where inference is completely free this is better than generating code and text?
Ethan [00:24:02]: So this is, this is a final state of where Viva will be at for word model, I think. Imagine internet doesn’t exist, and then you type in google.com. Like what should, what should, what should a model show you?the model can imagine something, and this is what the model imagine. And these web pages, they completely do not exist. So I think as the inference costs come down, we are going to have generative UI for everything. If you think about how the coding model works, so they write code for a web page, and they render the code might be con- converted into binary, and the binary render the pixels on the screen. So we in machine learning, every time we have some breakthrough, obviously it’s, it’s more intuit. So why don’t we have like user instruction to the pixel directly? So the generative UI will be user intention to the pixels directly. And say like even if I want email, let’s say everyone have the same interface, but I want, I want it slightly different. I want the email to show to me like a TikTok, so I can swipe left and right for the emails. And or maybe you want something else. We can have completely different things. Or like I have I’m looking at, Instagram stories, and I don’t like the Like button. I always may click it. And, generative UI resolved it. So it’s going to be a revolutionary replacement of the interface. So in the future, we might have much more powerful
Ethan [00:25:50]: LLMs and coding models running behind the scene. And in the, in the front-end, the diffusion model will actually be the front-end to show stuff to you. That’s how I imagine it.
Swyx [00:26:02]: Diffusion front-end, deterministic back-end.
Swyx [00:26:04]: Something like that. I find that very expensive, but,
Vibhu [00:26:08]: I find it interesting you called LLMs writing code on the back end deterministic, but okay.
Swyx [00:26:14]: you write it once
Vibhu [00:26:15]: Compare it to
Swyx [00:26:16]: And then you execute.
Ethan [00:26:17]: If you think about the cost, say, let’s say H100 costs $1 per hour, and if you use this eight hours a day and thirty days, so, every month you’re paying this two forty, you’ll actually not wanna pay for that. That’s even more expensive than Cloud Code Max. But if you think about the compute costs come down like two times every year, and I think the future will likely arrive like within few years.
Vibhu [00:26:49]: It’s everything, right? compute cost comes down, compute gets faster, model gets smarter
Ethan [00:26:54]: More efficient
Vibhu [00:26:54]: model gets smaller.
Swyx [00:26:55]: I don’t know why you say two times, ‘cause I think it’s like 100 times. In language models, it is roughly one hundred to a thousand times every twelve to eighteen months, for the same given level of LMSys, ELO.
Vibhu [00:27:08]: That’s a net of everything, right? That’s model performance alongside compute. So different than just compute costs come down. But, a very interesting future.
Swyx [00:27:19]: So the web designers will have to shout out that accessibility is an issue, right? how do you deal with screen readers or whatever. But yes, this is higher bandwidth storytelling than anything you can possibly generate with code, right? So I think that’s the rough idea.
Ethan [00:27:34]: And I’d like to add a little bit that so human naturally have the maximum bandwidth when we are looking at things, look at videos, and we also have maximum output bandwidth when we are talking. So in the future, it might be something like we talk to AI models, and the AI model responds back with a generative UI. So that would be the maximum input and output bandwidth to interact with AI models before neural link happens.
Vibhu [00:28:06]: And it’s also very custom, right? Some people are very visual, some people are not as visual, right? They prefer the text. But the best thing about generative UI, right, it can also be text.
Swyx [00:28:17]: There’s another project that we wanted to highlight, which is the Neural OS. Kinda similar idea, but here you’re literally operating, simulating an operating system with a video model.
Swyx [00:28:27]: and you can play Doom, you can do Firefox. I find this like mildly less impressive, obviously, because it’s an OS that I can run.
Swyx [00:28:37]: But here everything is imagined.
Vibhu [00:28:40]: I was, used to the Command+W to close the Firefox tab. It didn’t crash. That’s why I said
Swyx [00:28:45]: It’s too immersive.
Vibhu [00:28:46]: It’s, it’s too immersive for me.
Swyx [00:28:47]: Too immersive.
Vibhu [00:28:48]: I wanted to close the tab.
Vibhu [00:28:49]: But yes, I can play generated diffusion.
Swyx [00:28:51]: this is shockingly fast.
Swyx [00:28:54]: Because I remember there was a demo about like maybe one to two years ago. Someone tried to do the first-person shooter with a image model. There was no consistency. It was very slow. But here it looks like realistically it’s-- this is Doom.
Vibhu [00:29:07]: I think there’s two sides to that, right? There’s okay, what is running a game? The heavy part of it is actually the game engine, all the lighting, all that stuff, the graphics. This is just kind of video, right? Like we’ve solved consistency. This is still, it looks like a few years old image generation. There’s some temporal consistency, but it’s, it’s kind of just images stitched together as frame video. But it’s a good visual representation to pi- to picture the future you wanna see, right? that’s, that’s what I see in these more so.
Ethan [00:29:38]: This reminds me of how the video models gets better and better. So Neural OS is kinda if you just look at it feels like it’s just a crappy version of the, like the Windows we could have, right? And, but the difference is, so the model, this model is overfitted on the existing operating systems. It can generate nothing different than that. But it’s actually also similar to video models. So when we are training these video model, image model, we train them on internet. There’s no imaginary supernatural stuff on the internet. But once we train this model, you can prompt the model to generate something supernatural that have never existed in the data set. So if you train your Neural OS or neural computer on the standard screen recordings on the entire internet. The model can imagine completely new interface to interact with the computer.
Swyx [00:30:43]: This is one of those things that is magical to me. usually generalizing out of distribution is bad, but somehow we have learned some kind of internal world model that you say, this plus, but it looks like rainbows and butterflies, it’ll do it and it will kind of make sense.
Swyx [00:31:03]: So yeah, that’s kind of cool. Yeah, I don’t know if there’s any comment more on there. I do, I do wanted to, I did wanted to touch a little bit more on the model architecture stuff, which I think you were getting. It’s, really fascinating. We don’t get a chance to talk about this enough. So one of the papers that we covered, we’ve covered every annual, segment anything release. and I don’t know if you follow-- you’re a computer vision guy, so you
Ethan [00:31:26]: I know
Swyx [00:31:27]: . So they did memory attention, which is kind of interesting. And I always think, anything where you can, across the temporal dimension, keep some consistency, I think it’s, very fascinating, and I don’t know if Basically, does that-- the CV side bleeding into video gen side, I think is underexplored, right? we talk about it for labeling, but actually you can borrow the architecture itself.
Ethan [00:31:50]: There’s, there’s also complete different approaches, right? you brought up the term world model, so we went from video model to world model. There is diffusion, but there’s also other approaches that people are doing. So maybe we get into those after as well,?
Swyx [00:32:03]: He has a whole definition of world models and stuff. I feel like we threw a lot at you. Whatever you want to comment on.
Why Video Models Are Expensive: Storage, I/O, and Training Scale
Ethan [00:32:10]: I think one thing that we should actually comment back on is okay, so we were talking about the steps to train image gen to video model. One thing we don’t see as much of is okay, you brought up the delta in training data, right? So
Ethan [00:32:24]: you won’t have as much a video model might not generalize, but what is the cost of training a large video model? So we know for LLMs roughly, okay, even like the poolside thing that came out today, right? It’s a Gemma level model trained on roughly forty trillion tokens at this many H200s over this much time, right? You can see what is the exact cost of that. So how many GPU hours over how much H200 costs? So how do we do the back-end math of, same thing for video models, image models. How do you, how do you kind of break that down? I can share some back-envelope calculation. So surprisingly, video models is-- the cost is very-- is comparable to language models and obviously the largest scale is language model, maybe like a medium scale to language models. I said just storing the videos alone, it costs a lot. You can, you can maybe look up on AWS or something.
Ethan [00:33:20]: You really, say if you have a billion videos and let’s say, let’s just say like each video, like five megabyte, then you need five petabyte to just store those videos. And also remember we talk about you use a VAE to compress the videos, and you also need to store, typically you need to store those continuous feature, in-- also in your storage. That’s also comparable size with the videos themselves. So just storing these videos and the features is tens of petabytes alone. And,
Swyx [00:33:58]: I just, I just looked up the calculation. Five petabytes on S3 Standard is one hundred K per month.
Ethan [00:34:05]: And
Swyx [00:34:05]: It’s comparable
Ethan [00:34:05]: and you need
Swyx [00:34:06]: And
Ethan [00:34:06]: And then like tens of petabytes, two hundred K. And even more expensive is you have the ingress and egress.
Swyx [00:34:13]: Oh, yeah.
Ethan [00:34:14]: Like you-- through the internet. You have to just to download those videos, I believe it’s, it’s more expensive on AWS than just storing those videos.
Swyx [00:34:25]: Storing, yeah.
Ethan [00:34:25]: And each training runs, you probably need to pull them once. If you train multiple times, it’s, it’s even more than that. So it’s like just storing the network, those costs is just, it would be a few, a few millions per month to just storing everything, not to mention the GPU cost.
Ethan [00:34:45]: And
Swyx [00:34:45]: my side tangent, the compute rental, like GPU rental is very efficient. There’s one side, okay, you can be XAI and build your data center. Should we not just build our, storage compute as well? Like
Ethan [00:34:57]: Of course
Swyx [00:34:57]: cloud cost compared to just,
Ethan [00:34:59]: You save so much
Swyx [00:35:00]: store. Yeah, exactly.
Swyx [00:35:01]: Especially with like egress and stuff. So.
Ethan [00:35:04]: That’s a good idea, but it also comes to-- there are some of its own challenges.
Swyx [00:35:09]: Of course, of course.
Ethan [00:35:10]: like people who build the GPU data centers, they might not expect this much, storage. And yeah, people build storage, typically they just build it somewhere with just CPUs.
Swyx [00:35:23]: I just looked it up. Five-- AWS only charges for egress, not ingress. Tier five for five petabytes is two hundred and thirty K.
Ethan [00:35:32]: Even more expensive than the storage.
Swyx [00:35:34]: But storing is per month, right? You check in, then you cannot check out. so it’s so cool. It’s okay. So there’s that side.
Ethan [00:35:41]: So the TLDR, my backhand math
Swyx [00:35:42]: Data is larger than you think. Yes.
Ethan [00:35:44]: my backhand math of GPU hours times GPU cost is also very much, I’m missing some storage.
Swyx [00:35:49]: You’re also-- you’re basically like also more IO bound than normal training.
Swyx [00:35:55]: Yes. ‘Cause like data loading, so caching everything, it becomes super important.
Ethan [00:36:00]: So in Cosmos, we did a lot of optimizations to make it not IO bound. So, speaking of the training, actually training the model, the GPU cost, if you look up like the open source model, how big these video models are, I think like LTX has nineteen B parameters. That’s a dense model. And people are also exploring, MoEs, so it might be twenty B active and, like a hun- hundreds B, total. So that’s, that’s even-- that’s similar size as medium-sized LLM models. And if you, if you look at number of tokens-Uh, we disclose that in Cosmos. It’s also like tens of trillions of tokens on the visual tokens. So putting this together, the cost of, training these video models, it’s actually comparable with LLMs. Not to mention, the infra is slightly different from LLM, so it might be less efficient to train these models.
Inference Speedups: Step Distillation, Consistency Models, and GANs
Swyx [00:37:04]: Do you get the benefits of traditional diffusion speed-up? So for, images, there’s LCM, LoRAs for, fine-tuning. There’s, there’s a lot of stuff that’s been
Ethan [00:37:15]: Flow matching.
Swyx [00:37:16]: there’s flow matching. There’s a lot of stuff that’s been done. there’s some overlap that applies to diffusion on the inference side and stuff or?
Ethan [00:37:23]: so the difference-- the inference side is a completely different story.
Ethan [00:37:28]: I think for the training side, it might be a little bit hard to reduce that cost. And for the inference side, the biggest gain is from the distillation of these models. You can-- It’s called step distillation, slightly different from knowledge distillation in LLMs. So you-- Typically, for flow matching models, you need like 100 steps or something. Like a distortion model even need even more, like 1,000 steps to generate a good image or video. A step distillation is try to learn to generate fewer step from the model itself. It’s kind of like now we-- you use the full model to generate in 100 steps, and then you take a model that only generate 10 steps and let that model to learn from the perfect one.
Ethan [00:38:25]: why this work
Swyx [00:38:27]: Strong to weak seemingly.
Ethan [00:38:28]: It is. It’s kind of
Swyx [00:38:29]: Distillation
Ethan [00:38:29]: kind of like strong to weak. the-- from the modeling perspective, the strong model, the teacher model is trying to model the image and videos of inter-internet, and that distribution is extremely complex. But the step distilled model is just trying to learn from the teacher. The teacher is a model, and the size is fixed, as the distribution is much simpler than the whole internet. That’s the intuition I have why step distillation can work. So usually these models serve in productions, they only run in a few steps. In Cosmos, I believe we have, we have like four step and eight steps. If you do some simpler task, image-image translation, it can even run in fewer step, like one step in Cosmos Transfer.
Swyx [00:39:22]: I think this is the same intuition that guides a lot of the consistency model work. I sent you a link for, SCM. I don’t know if you covered that. To me, that was actually one of, the most impressive papers I’ve ever seen from OpenAI.
Swyx [00:39:34]: That this is the unifying grand concept of consistency models. I don’t know if you have any comments on this.
Ethan [00:39:41]: So there are, there are a few different approaches,
Swyx [00:39:46]: Oh, yeah. Here it is.
Swyx [00:39:47]: Two steps versus twenty or 100 steps, whatever. It’s already done.
Ethan [00:39:52]: So there are, there are a few different approaches, for example, consistency model, and there are also Actually, we shouldn’t forget GAN. So GAN, actually, that was, that was the OG of
Swyx [00:40:05]: OG
Ethan [00:40:05]: step distillation ‘cause it trained just one step to begin with. So actually, a lot of, uh-- For example, there’s a distribution matching distillation which use, which uses GAN, as one of the laws for distillation. It-- GAN just tells you, “Hey, generate an image,” and then
Ethan [00:40:31]: it has a discriminator to tell, is this image real or not? So the model, the model just need to learn one of the distribution, not the full distribution. Because in training, the model is asked to reconstruct the ground truth image from the internet, which is extremely hard. And in-- When you’re training GAN, it’s a step process. It’s just a, “Hey, you generate image. Does this image look as real as the image from the internet?” Which is a much simpler task. And, yeah, combining a lot of these approaches together, people typically do that, like consistency model and distribution matching and GAN, and we can get these few step models.
Audio-Video Generation and Time Alignment
Swyx [00:41:21]: Then there’s one step I wanted to add, which is audio and video.
Ethan [00:41:26]: So, Grok Imagine zero point nine, I believe it’s, it’s a first audio video transmodel deployed at a large scale. So
Swyx [00:41:39]: And that was your first model?
Ethan [00:41:40]: that was, Grok Imagine’s first model. It’s, it’s audio video, joint generation. I think the hard part is, the modality alignment, ‘cause before this transmodel, we have, we have text to video alignment. We have this, correspondence between text and video. Typically, most of the VLMs, they understand images and videos. Video’s very rare, and they don’t understand audio mostly. And if you look at the audio generation on the LLM side, you can talk to them perfectly fine, but if you ask them to sing a song or something, it typically is not very good. Also, they don’t have, they don’t have music either. The hard part is thatUh, actually audio has two component. It has like a discrete component, a continuous component. The discrete component is like the language.
Ethan [00:42:44]: So when we speak, it’s just, some
Swyx [00:42:47]: It’s an ASR issue, yeah.
Ethan [00:42:49]: It’s, it’s text token with some characteristics, I would say.
Ethan [00:42:54]: But music
Swyx [00:42:56]: I think the speech guys would disagree with this.
Swyx [00:42:57]: Like disfluencies and then,
Vibhu [00:43:00]: There’s tones you can get angry.
Ethan [00:43:01]: Well, I say largely.
Ethan [00:43:03]: the mu- but the music is completely different. It’s, it’s very continuous, and you cannot model them like discrete tokens in language models. this is like the hard part for models is, not to mention we have to align text, video, and audio together.
Ethan [00:43:26]: So
Vibhu [00:43:26]: How?
Ethan [00:43:28]: So significant-- some significant challenges are like-- So first, like we talk about as the VLMs, they cannot understand most of them cannot understand audio.
Ethan [00:43:39]: So you have to have some way to do the synthetic data generation for audio. You have to caption the model, and that involve, that involve synthetic data and human data effort a lot. And not just surprisingly, most of the LLMs are very bad at recognizing, like the beat, tone, and the details of the of music. They can, they can give some general prediction of which song is this, but it’s very hard to describe the details of the music. like we mentioned in image generation, like you have to describe image as detailed as possible so that someone blind can reconstruct that. So here is like someone
Vibhu [00:44:32]: Deaf
Ethan [00:44:32]: someone deaf can reconstruct how the music sounds like without actually listening to it. Maybe you can think of it need to have the-- or they call the script.
Vibhu [00:44:49]: Subtitles, yeah.
Ethan [00:44:49]: You gotta have all the details of the music, and the dialogue.
Vibhu [00:44:55]: So is the challenge there typically stuff like music and audio, or is it just Like is there a baseline? Okay, there’s enough data where we can understand, narration, conversation, but there’s nuances in audio that’s where you hit all the data issues or is it just from stage zero, you just do it all right?
Ethan [00:45:15]: So one important thing is like the alignment. So the model, the model has to know like the video and audio, the, uh-- it has to have a time-based alignment, like at which time step the video and the audio token correspond to each other. But we actually don’t have this kind of alignment for most of the other modalities. If you think about like text and image, text and video, they are loosely aligned. So you can, you can have a description of what’s going on in the video, but you don’t have to exactly, You typically don’t have exact description, oh, at, time step one second like what happened?
Vibhu [00:46:02]: It’s very
Ethan [00:46:03]: At time step two second what happened
Vibhu [00:46:03]: coarse. Yeah.
Swyx [00:46:05]: So what was the ideal time step? You have to oblate it, and then it’s like four seconds or something.
Ethan [00:46:09]: So that comes down to how you design the model to, for the model to be aware of as a time, as a time modality. So the model is like a time aware. And that’s something pretty unique if you think about LLMs. So if you ask LLM to complete a task, say they, uh-- you ask them and they will say, “Oh, this task will probably take twelve hours to complete,” and they come back in one hour. Say “I’ve already spent two days on this and I’ve exhausted everything.”
Ethan [00:46:47]: So the LLMs them-themselves, they don’t have a sense of time there.
Vibhu [00:46:53]: I actually don’t think that’s just them not having a sense of time. I think it’s somewhat based, right?
Vibhu [00:46:58]: Like you tell someone, “Okay, go work on this feature. Go implement this,” there’s a general understanding you would have of how long that would take without LLMs working at LLM speed, right? So you think back like two years ago, if I tell you to like build me like a new front end for latent space, have a search bar, have all this, you’ll estimate that it’ll take a few days, right?
Vibhu [00:47:19]: So you tell an LLM, “Go build this.” It’ll take me a few days. But I think it’s somewhat grounded as opposed to them not having the best-- Not saying that they have a great understanding, but I think that example is like you can see where it comes from, right? You’re trained on all over the text.
Swyx [00:47:35]: They’re, they’re trying to estimate what a human would say.
Vibhu [00:47:37]: because that’s what the, that’s what the data kind of represents. It’s not them
Ethan [00:47:41]: It came from the corpus on the internet. People have a estimate of how much time.
Vibhu [00:47:45]: And not even just in direct like training samples, right? Just your world understanding of tokens of how long stuff takes, right? Go read a book. It’ll take you a while, right?
Vibhu [00:47:56]: Even if you do nothing but read a book, it takes a few days. So yeah, LLM, I read it took me a few hours.
Vibhu [00:48:01]: It’ll take me a few hours to go through this research. But this is a tangent.
Swyx [00:48:05]: Somewhat, yeah.
Swyx [00:48:06]: This is a train of thought I haven’t really expressed until now is, which is basically like a full world model must also be recursive, meaning that the participant in the world model must also be aware that they have a world model. which is like this whole recursive thing down the, down the line. but yes, and that the world model can be wrong and that they need to update it and blah. Yeah. We’ve, argued this on the, newsletter as well, that there needs to be sort of recursive or adversarial world models.
World Models: Real-Time, Long-Horizon, Interactive Video
Vibhu [00:48:34]: just, to ask, how do you define world model?
Swyx [00:48:38]: Oh, yeah, let’s go there.
Ethan [00:48:40]: So
Vibhu [00:48:40]: So just for context, we talked about, video generation, and then there’s a-- if you say there’s a distinction between world models, what’s your, what’s your definition? How do you see the two?
Ethan [00:48:53]: So disclaimer, I’m not going to debate, what is world model. Yeah. there are many definitions, so I’ll just talk about my definition. Since I came from the multi-model, multi-model domain, so mainly talking from video. So world model is like real-time interactive long horizon videos. So there are three parts. so we-- let’s talk about them one by one. So the so interaction, so we just, we just look at Facebook and neural computer. So the interaction part of it, so you, world model can allow you to interact with them through keyboard, mouse, and maybe also voice. So these all is-- all is a modality. You can, you can interact with the model, and the model should respond reasonably. Second part is real time. So once you, once, say, you move your mouse, if, say, the world model generate a game, how fast can the game respond? So if you’re like professional CS: GO players- -my say, oh, you have to respond- He’s beginner within sub ten milliseconds or- Yeah even less. So that’s not most of the- No, sixty FPS. Let’s go. Oh, three hundred FPS. Oh, five hundred FPS. Wait. okay, yeah. I didn’t do the math, but yeah, okay. Uh- Yeah, three hundred FPS, that’s a three millisecond. So you have to respond- Oh, s**t. Okay. Yeah
Ethan [00:50:29]: within a millisecond. Most of the video models cannot do that. Yeah. And, but if you, say, if you have a video model that is, say, like a digital human, the response time might be more generous. Maybe typically, for real-time voice interaction, it’s like two hundred millisecond. So that’s, that’s much more generous. But even two hundred millisecond is pretty, it is pretty tricky, ‘cause remember we mentioned
Ethan [00:51:01]: you have this, temporal compression coming from the VAE. So if you, if you don’t compress the temporal dimension, your sequence length is going to explode. So if you want to have this real-time, real-timeness in your model, you have to do is one context problem. And the third part is long horizon, ‘cause we-- if you’re not going to just play with, video games just, a few seconds, most video models only a few seconds. We’re going to play with minutes, hours. The model have to be able to generate long-form content.
Ethan [00:51:42]: So putting these three together, it’s, real-time, long horizon interactive videos. I think the final state will be, for example, like a video, a video version of Playbook, where you can, you can interact with, a neural computer. You move your mouse, and you click on the generative interface, and it will reply to you through pixels- generating in real time. But getting there, it’s, it’s a very long way to get there. So one of the first step, at Grok Imagine, where I led a small world model team there, was to build video extension. So, video extension- it’s the first step of interactivity. Yeah. It’s, it’s the first step. Yeah. So it’s the first step- You have it here, video editing, yeah. Yeah. Yeah. So the first step is because, this unlocks long horizon videos. Typically, for most of the video generation models, you give it a prompt or an image as an initial frame. You generate video, that’s it. That’s just, one time, done. And some creators would try to, use the last frame as a first frame for the second video. It can-- sometimes it works, but if you do it a few times, it says the quality would decrease. And- It doesn’t have that context- Yeah over the full video, so the temporal- Yeah, exactly. Yeah, ‘cause you only gave it the last frame, of course, right? Yeah. Exactly. And- it’s actually a pretty fun hack. if you’ve seen like- Oh, no, he’s saying something better. Yeah. And for example, like Vue, I remember Vue 3 has like a second context of the last video. It is slightly better than using the last frame, but it has the same problem-- similar problem that it, the quality would decrease. if you extend a few times to, one minute, the video quality would look much worse than the first video. Second, another problem is that the model doesn’t have long-range knowledge of, what’s happening before. Say, if they generate some dialogue, some, two people speaking, and their voice might change, over some time, especially if the second conditioning, it does not cover the previous context. So these are the core challenges. So the Grok Imagine video extension, it has historical context of all of the previous generated videos. It can, It has, it has the context of, who is speaking and what objects have appeared and everything, having that to generate the next video. So if we naively do this, you can imagine, just, put all of the previous history video tokens into the context. The context lens will easily explode. Especially for video models, that can be like a few, a few million context, I would imagine- context lens. Yes.Yeah.
Swyx [00:54:58]: Let’s run with that.
Ethan [00:54:59]: for example, like in Cosmos, I think just five seconds of video is like a fifty K or sixty K number of tokens. So like if you do, if you do fifty second, that’s a five hundred K tokens. If you do longer than that, easily explode. This long horizon, problem was the first step we’re trying to solve world model. It turns out people, yeah, people love video extension. Like a lot, a lot of the creators love using video extension to create longer form videos. This is the part I liked that you have a, you have an intermediate step toward the final goal instead of just a straight shot to the final version very much.
Swyx [00:55:48]: But I can see you have a strong vision of where we want to end up.
Long Context, Redundancy, and Efficient Interactive Video
Vibhu [00:55:51]: Does it seem like it’s an efficiency issue? okay, we’re at a few million tokens context,. If you draw the parallel to language models, we had very short context, two thousand, eight thousand, then, you scale it up one million, ten million. sure, there’s effective context, but at the end of the day, it’s just what’s it worth? sure, there’s a whole training data side. In video, it might be slightly easier ‘cause we have a hundred million token video, right? Just take a movie with the full context there. Like is this efficiency from an inference standpoint that like it’s expensive, but we know how to solve it? Or like why is this not the approach? So like my broader point was on your second point of world models, you say it needs to be interactive and live, right? You should be able to play a game and see the interaction live. So one thing I see with research is a lot of what you actually serve is different than what you build, right? So we talked about distillation. You train big model, you distill it, you do quantization, speculative decoding. We do all this stuff to serve it efficiently. Should we not just have a solution, like a world model that can interact well, do inference optimization, serve it, distill it secondary, so make it real time after you solve it? So like a-- another parallel is say, continual learning, right? What we need is someone to solve it and show it works inefficiently. Give it a few years, people will make it efficient. Same thing with regular attention, right? It worked. Over a few years, people have different forms of attention, and we’ve scaled it to be efficient at log context,? So kind of two things there, right? One is it seems like it works. You’ve scaled it. Can we not just scale it a lot more efficiently over time? Do we need a separate approach if this works? And same thing with interaction, right? if we can get it done, like if we can solve some way that it works, we can solve making it more efficient from an inference standpoint later.
Ethan [00:57:53]: that’s actually a very good point. So in videos, there’s actually a lot of redundancies. So we solve a lot of the pixel redundancy from VE, but there’s more redundancy in long range and long horizon videos. Say, if a character appear in the first clip and then it disappeared, it only reappear at the end of the video, you probably don’t need the-- the context, like in the middle of the generation. So you only need that character, where you need. So that’s why, I helped build another feature. It’s a reference video.
Vibhu [00:58:36]: Is it here?
Swyx [00:58:36]: is it the same model release or different one?
Ethan [00:58:39]: It’s a different one.
Ethan [00:58:41]: You probably need to search on
Swyx [00:58:43]: I’ll find it
Ethan [00:58:43]: X reference to video.
Ethan [00:58:46]: So reference video allow you to like upload up to seven images as condition and generate the video. Say, if like I want-- it can, it can be characters or objects or even scenes. Say like I want, I want condition on, Sean’s selfie and holding a blade
Swyx [00:59:07]: We have a dog
Ethan [00:59:08]: or whatever.
Swyx [00:59:08]: We put the dog in the thing.
Ethan [00:59:09]: you can put them there and the video models will generate the video from and copies the context over. So that can solve a lot of the problems there, like the long context problem. It doesn’t need to have a very long context, but it’s-- I feel like it’s an intermediate solution. The model
Swyx [00:59:29]: It’s cheating.
Ethan [00:59:30]: the model should be able to like selectively know, where should I draw the references. So say if I want to generate a movie, I generate it autoregressive, like a ten second at a time or something. And now this character appear, I can look back to where it first appear and, bring that back. Yeah, this one, I put the references. Yeah, that’s, Optimus, Einstein myself, Annie.
Vibhu [01:00:02]: Oddly enough, I used Grok Search to find it, and it pulled your LinkedIn post. But yeah we found it.
Ethan [01:00:08]: Interesting.
Vibhu [01:00:10]: But
xAI’s Underrated Work, Culture, and Watermarking
Swyx [01:00:11]: this is a problem. This is not your fault, but like XAI doesn’t communicate all this work that you do very well because they just have the model release and then that’s it. But actually, these details are very good.
Swyx [01:00:22]: As far as I understand, everything you just described is state-art, like no one else has done it.
Vibhu [01:00:30]: A lot of-- yeah, I have a lot more
Swyx [01:00:32]: And then, and then you just put this blog post with the cookies. I’m this is not enough,?
Swyx [01:00:37]: but I, obviously this is like the high level numbers that people want to know. But no, okay, so
Vibhu [01:00:42]: And I wonder, like part of that is also some labs don’t share research into what happens. And if
Swyx [01:00:50]: No, but this is literally bragging about how good they are, right?
Swyx [01:00:54]: Like, why would you not say that you are capable of extending with full context? this is not a secret sauce. This is like we did the work. yeah, I don’t know.
Ethan [01:01:02]: different labs have slightly different communication styles.
Swyx [01:01:07]: Anyway, if anyone from XAI is listening we are always happy to help you tell your story. Yeah, okay, so you did references, and I think, I think kind of the point you’re, you’re making is it is sort of like a kludge, right? this is-- you can do seven, but what about 100?
Swyx [01:01:23]: Right? Then you need a completely different thing.
Ethan [01:01:26]: So I think it’s-- this is, a mechanism to, select the context from the history, and you might not put the entire history into the context. for example, there’s a paper called Frame Pack, which have
Ethan [01:01:41]: a heuristic that the latest history, the last one second, I put the entire history, and the history before that, I would, compress it and makes the video smaller. So they follow this pattern, this build overall pattern that the maximum sequence length is fixed. So the further you are from the current frame, you have a smaller image. So this is just a heuristic. I think it can be more automatic. The model is aware like which history part of it can be select. So this part of the research is actually being actively, worked on by a lot of people. It’s also quite interesting. I feel this is actually, this part of long context is a little bit ahead of the LLM part.
Ethan [01:02:31]: So for example, like in LLMs, if you-- so contexts keep growing. Let’s say if you call tool and the tool call history is extremely long, that’s still in context, and keep growing, keep growing. Even if you switch the topic to something else, the whole context was there. There are some agentic harnesses that help you to, say, prune the tool results and, prune Like when you, when you query a file, only show like the top 200 lines or something. Those were very heuristic-driven.
Swyx [01:03:08]: For listeners, we did a write-up on the cloud code, leak where there are eight different kinds of pruning, including like you prune the tool results and all that. So you can, you can read up on that kind of thing.
Ethan [01:03:17]: I think, one breakthrough in continual learning might be like a way to automatically, manage its own context.
Swyx [01:03:27]: These are all heuristics, and they will be replaced by machine learning.
Ethan [01:03:30]: Interestingly
Vibhu [01:03:32]: The
Ethan [01:03:32]: the same thing is being researched in both LLMs and video models.
Vibhu [01:03:36]: The interesting thing is also like in the paper you showed, it’s actually happening at the model level, right? Compared to like language models, sure, we have base attention, but we’ll do our own compression, we’ll do our own pruning, which is separate from model error.
Vibhu [01:03:49]: Eventually, it all just boils in, hopefully.
Swyx [01:03:52]: I think this is a form of like attention, but like also know sort of reasoning attention. I feel like that’s different than normal attention.
Swyx [01:04:03]: Does that, does that make sense?
Ethan [01:04:04]: It’s, it’s different in the sense that attention, not to mention, set sparse attention aside, like normal attention
Swyx [01:04:13]: Like UKV, yeah
Ethan [01:04:14]: you have to attend to all of the tokens.
Ethan [01:04:17]: So you don’t have a high-level mechanism to drop which tokens do-- you don’t want to attend to. As humans’ attention span is surprisingly small.
Ethan [01:04:28]: You can only remember 11 digit of a phone number.
Swyx [01:04:32]: But I have feature detection, right? I can detect, oh, that’s a sequence of one, two, three, four in a phone number that is 11 digit.
Vibhu [01:04:39]: Very good pattern matchers.
Ethan [01:04:41]: But humans’ context can-- like attention can work because we can dynamically pull in, context from different places. The same mechanism, I think is going to happen for LLMs and video models. I think we have
Swyx [01:04:57]: RLMs is recent-- is on, it’s on the recent work is there, which is not that, crazy, but it’s just recursive.
Vibhu [01:05:04]: I think it’s somewhat inherent in models too, right? Like you
Swyx [01:05:06]: No, here’s a nice example here
Vibhu [01:05:07]: you pull up these, you can read it fine, but, language models are also very good at slop parsing. you have a trans
Swyx [01:05:15]: I throw my typos in there, it doesn’t matter.
Vibhu [01:05:17]: You have a, you have a transcript, you have whatever, just throw it in and it’s very good at parsing through noise. m-- that may be a brute force. It can look over a reason over it, but there’s, there’s parallels to both.
Swyx [01:05:31]: I think it’s just really fascinating how you relate the world models stuff to the video generation, which I don’t think a lot of people hear directly, from people like you. So I think that’s really helpful. Any other work? Do we cover like video, audio, world models, any other stuff in that omni
Swyx [01:05:48]: team,?
Vibhu [01:05:49]: Or any other work at XAI you want to talk about? Seems like everything we see publicly announced, “Oh, cool, cookies.” And then there’s so much more to it.
Swyx [01:05:58]: There’s a lot of depth.
Vibhu [01:05:59]: Any underrated stuff, just at the time there?
Ethan [01:06:03]: I feel the, as a culture, it is quite interesting and a bit underrated. So the culture is, the culture is three sentences: move fast, build No goal is too ambitious, and the first principle. Like early, the goal set was very ambitious. It wasn’t very-- this wasn’t-- it wasn’t possible to achieve when I, when I was thinking, first thinking about it. Like for example, like build something in three months. And
Vibhu [01:06:36]: Was that “Okay, we’re starting team, we want image, we want video. Do it by this deadline.” Or, how do you work back? Like was it just, “Okay, we have a rough by, this date we want something out,” or is this like
Ethan [01:06:52]: That’s a very good point. So it’s from first principle thinking.
Ethan [01:06:56]: If you think about, people might say that first principle thinking applied more to the physical world than the models. I would say, for example, like if you think about-Some limitation, for example, acquiring data, like how fast can we acquire the videos? And if you think about training the models, what’s the iteration speed for training a model end? And how would adding more GPUs accelerate that timeline? And maybe if you need human data, like what’s the turnaround time for human data to arrive? If you put all of those together, that is first principle thinking where, oh, like what is the timeline? What’s the minimum number of days that is possible to achieve something?
Swyx [01:07:52]: I think there’s a-- this is a lot of Elon’s type of thinking, right? He’s like-- I think he’s famous for saying that the only law you can’t break is the laws of physics, something like that.
Swyx [01:08:01]: Just broadly, you worked a lot with Elon.
Ethan [01:08:04]: I, one benefit is working at xAI, you got a chance to interact more with Elon. So I was very fortunate to get a few retweets from him, and that was quite fun. And, he also worked very closely, with people. like people imagine online, like he’s very hands-on.
Vibhu [01:08:34]: There are two things. one-- So I was actually looking up, Elon retweeting you. I’ll pull it up. he talked about you tweeting that you have a really good voice mode. I don’t know
Ethan [01:08:47]: Oh, me?
Vibhu [01:08:47]: No. Him.
Swyx [01:08:48]: Oh, I also did it. But anyway.
Vibhu [01:08:49]: I actually-- So I would DM you feedback on voice mode because I was “Wow, really good.” And then I’m “Ugh, this sucks.” But, I don’t know. Anything you want to talk about your voice mode, building it? Was it a team you worked on as well?
Ethan [01:09:02]: Oh, that’s actually not part of the team I worked on.
Swyx [01:09:05]: He probably worked on more of the video. No, but Grok Voice actually
Vibhu [01:09:11]: Grok Voice
Swyx [01:09:11]: like very good. I-- This is one of those things where first of all, you can speak at 2X, which is fun.
Swyx [01:09:16]: which I listen to 2X, so I like to speak at 2X. But also I think like the interruption was better than Gemini. I don’t know how it compares to ChatGPT real time now, but as far as like driving was concerned, like having Grok in my Tesla and like driving, I think it was like-- it’s a really good experience.
Vibhu [01:09:34]: He likes voice mode. But also, just the crazy reach by Elon
Swyx [01:09:40]: Fifty million views for just saying, “Yes, true.”
Vibhu [01:09:43]: That’s true.
Swyx [01:09:44]: Oh my God
Vibhu [01:09:45]: but, it’s, it’s pretty cool how fast it came out. the other thing is the safety aspect of video mode. Anything interesting to talk about there? So
Swyx [01:09:56]: spicy
Vibhu [01:09:57]: spicy question.
Ethan [01:09:58]: A lot of the countries where they don’t allow like a generative data-- generative AI videos without watermarks. So in all of the-- those countries, Grok Imagine had watermarks, and a lot of the-- a lot of the takedowns of the videos were also happening extremely fast.
Swyx [01:10:22]: it’s, it’s part of running a social platform but also it transfers nicely to the GenAI side. Do you have a perspective on SynthID versus other kinds of watermarking?
Ethan [01:10:33]: it’s going to be
Ethan [01:10:37]: it’s going to be harder and harder to detect, the Yeah, these things. So SynthID, one thing is, previously it was only Google, and now, like a lot of different labs
Swyx [01:10:52]: OpenAI adopted it
Ethan [01:10:52]: are also adapting it.
Ethan [01:10:54]: As-- A limitation is like the technology The paper was out there, and people can reverse engineer like how to get rid of it.
Ethan [01:11:05]: And it’s-- I think even as it advance, it’s, it’s still possible to reverse engineer it.
Swyx [01:11:13]: so if you are interested, you can go onto Reddit and people have taken out the exact I don’t know, what do you call it? Mask or pattern that Google applies, and then you can apply it onto any Google-generated photo, and you can reverse out the SynthID.
Ethan [01:11:30]: And it’s, it’s also harder and harder to just judge by eyes. I remember like a couple years ago, there was like six fingers or something. It’s very obvious.
Vibhu [01:11:42]: My current is actually the audio. I feel like the audio is really lacking. my way to tell if something is generated, outside of okay, I think I’ve seen enough, I have a decent eye, the audio matchup, especially of Sora, is not great. It’s all similar style. But there’s
Swyx [01:11:57]: I see. those are minor imperfections.
Swyx [01:11:59]: I think the point is that like-- Actually, my closest reference to this is also Ian Goodfellow, ‘cause I think he did like the adversarial GAN thing where like it’s okay, here’s a picture of a zebra. Then you like change one pixel, and it becomes a panda.
Swyx [01:12:12]: Right? This is like-- this is like a classic computer vision issue.
Ethan [01:12:15]: If you think about how these models were trained, like I, like I mentioned before, like GAN was in the training process. The objective of GAN is you-- is the model generates an image, and the model, there’s a judge to tell like if the image is real or not. The model is trained to make the image more real. So as the model become more and more advanced, it’s going to be harder and harder. For me personally, now I have to judge by
Ethan [01:12:49]: if the-- these videos have logical sense.
Ethan [01:12:53]: If these, this video
Swyx [01:12:55]: Have a world model.
Swyx [01:12:57]: No, I also like it-- the audio is too nice, like too studio quality. The lighting is too good. The skin is too clear. the-- basically, the lack of imperfections.
Vibhu [01:13:10]: Do we have a good way to do reasoning in diffusion? Like is that what separates video generators from world models or in, -We really know how to apply it to other regressive language models. Is there a parallel for diffusion video gen world models like on that point, right? Is
Swyx [01:13:30]: He has a thing on video agents.
Ethan [01:13:31]: that’s a good question. Yeah, actually, I have a, I have a pretty big claim. The intelli- the visual intelligence are actually mostly coming from language. these video models, especially from now, since the diffusion model technology is more mature, the every time you see there is some improvement on these models, I would say mostly, this, again, comes from language model, not coming from the vid- the video model itself, like the video distribution models themselves. In Cosmos, that could be Typically these models, they have two parts. there’s a, there’s a prompt rewriter or the prompt up sampler part. I think in Cosmos, we use Llama or we use Mix- Mixtro. And the Cosmos video model itself is only 7B, and the model, the language model
Prompt Rewriting, Video Agents, and Agentic Generation
Ethan [01:14:35]: is a prompt rewriter. It’s, it’s bigger than that. So the prompt rewriter’s task is to take user instruction and convert it to extremely detailed description of the video. So because the video, the visual-- the video distribution models, I would describe, they’re kinda dumb because they take the input
Ethan [01:15:03]: instruction literally. Because in the training process, remember that we have to describe the video as detailed as possible when we’re creating the synthetic, text pair. So this model, they take those kind of instruction to generate the videos. So in-- when you’re taking the user instructions, the user instruction usually are simple. Just say a cat or something. If you put a cat in the video model, they would take that instruction literally. They would literally show a cat, a cat in maybe a white background because you didn’t describe the background. The cat is not moving because you didn’t describe it. It takes the instruction quite literally. It’s kinda, it’s kinda dumb. The prompt rewriter is actually a much bigger model. It’s a language model that takes, the user instruction and expand it. So the thinking process you mentioned, is from there. So if you, if you look at like GPT image, like you generate a image in three minutes. Three minute is not all like a pixel generation. A lot of time is spending
Vibhu [01:16:19]: Prompt writing
Ethan [01:16:19]: on thinking.
Ethan [01:16:20]: So prompt rewriting now have evolved to, not only just as thinking, it can, it can also be a agent, a agentic model. For example, say you want, you wanted to generate the image of today’s news. So the-- So it’s likely they’ll go to fetch today’s news online and then, process and digest them, then organize the layout and generate it. Another thing quite interesting is,
Vibhu [01:16:53]: If I’m not mistaken, these are-- it’s no longer a diffusion model though, right? It’s autoregressively Or is there still
Ethan [01:17:02]: There are different approaches. For example, Gemini Omni. Since they said it’s Omni, I believe it’s a, it’s a single model. Maybe it’s something it’s a language model with a diffusion head or something. Like the language model do the thinking, do the agentic tool calling, and then it would, use the diffusion head to generate the image in the end. There were also approaches like Cosmos, where you have a separate language model and separate diffusion models. And there were also like a purely language model, like you discretize the images, and then you generate the image as discrete tokens. So there are different approaches. I would say like
Vibhu [01:17:44]: One of, one of the claims I’ve seen for why these approaches struggle is because a lot of the benefits for how we currently learn reasoning with language models is you basically iteratively generate reason. You have your thought, and then you work on that answer, right? So if you have like Omni model and then diffusion head, you can’t feed that back in to continue reasoning, right? So you can’t go like text, image, text, image. You can’t reason on the output and then go back to diffusion. But in the new Gemini Omni, you would be able to, as long as you have diffusion.
Ethan [01:18:15]: I’m not sure if
Vibhu [01:18:16]: But
Ethan [01:18:16]: they have that process. it’s definitely possible in the Omni paradigm.
Ethan [01:18:22]: So if you think about like traditional multi-model language model, they would have a VIT encoder that can encode the image. So if they have a diffusion head, they can generate the image and then put that back into the VIT encoder, encode that, and then do the iterative refinement if the result Yeah.
Swyx [01:18:44]: I think you have to jointly train the VIT and the diffusion to make that somewhat reasonable, ‘cause otherwise you’re kind of mismatching or feeding in slop.
Vibhu [01:18:55]: I think it depends on the stage of training. You might be able to freeze it. But anyway, also just on your earlier
Swyx [01:19:00]: Wait. I wanted to also make explicit. We do know that NanoBanana and GPT image are autoregressive, language model with diffusion head.
Swyx [01:19:09]: as far as I can tell from your description of Grok image, it is not. It is, it is end.
Ethan [01:19:14]: I cannot
Swyx [01:19:15]: You cannot
Ethan [01:19:15]: comment on that.
Swyx [01:19:16]: Well, the way that you described it. but, yeah, I think it-- there’s, there’s different approaches, right? Like you started off saying prompt rewriter is, the-- a big part of the intelligence.
Vibhu [01:19:24]: and even on that, I think everyone should try using an early diffusion model. If you’ve used Stable Diffusion one or whatever, if you’ve seen the prompts ultra-high res, four K this style, oh my God, the first time I tried one, you don’t talk to them like language models, right? Your prompting is very, comma separated
Swyx [01:19:43]: It’s literally talking in the labels that were in the data set, right?
Swyx [01:19:46]: But basically, I’m just trying to make the point that prompt writer and then image is different from autoregressive language model with diffusion hit. Right? They’re different things.
Ethan [01:19:56]: they’re different.
Swyx [01:19:57]: Just wanted to establish.
Ethan [01:19:59]: I’d say, the common part is, the image part. So it’s, it’s quite surprising that, a lot of the improvement came from the
Swyx [01:20:12]: Language side
Ethan [01:20:12]: the thinking the tool calling. So I still remember, in Cosmos, I generated a happy sheep and can if without any rewriting, it’s-- it looks so, CGI, and after rewrite it looks, it looks so beautiful.
Ethan [01:20:31]: I think
Swyx [01:20:32]: Without any joint training.
Ethan [01:20:34]: actually, without any joint training. it’s-- with rewriting, it’s already much better. See, a very interesting thing, what happened is the video agents, mostly language models, will call these, generative model, either it’s a separate model or a diffusion head or whatever, as tool. So this model can iteratively refine the results or even, generate longer content through a very long train of thought. It’s actually very similar to how human create art. So we don’t, we don’t generate the pixels directly. We literally draw something on And I think through this process, the-- these models not only use diffusion as one of the tool, it can also use traditional tool. It can also use, image editing tools from Photoshop. It can use, video editor, FFmpeg, whatever, to take combination of these and the generative AI technology as a, as a set of tool, and they can, they can iteratively create a better, a much better, video for production-grade quality. If you look at existing, professional creators, they don’t, they don’t end at, generating a video from these models. They would take this video to their editor and edit here and there.
Swyx [01:22:11]: So much post-production in And sometimes actually, the reason the video is good is not really the video model, it’s actually the editing.
Swyx [01:22:21]: And yes, we also are engaged in the same process as well. Would you love to use a video editing model?
Ethan [01:22:27]: Actually, there’s, Grok Imagine Agent beta. That was the, that was the first attempt in that direction.
Ethan [01:22:38]: So I think, the process would be similar to like
Vibhu [01:22:44]: It’s just agent mode.
Ethan [01:22:46]: you can, you can ask it to
Swyx [01:22:48]: There’s no blog post for it
Ethan [01:22:49]: maybe generate a minute, video, which is not possible if you ask the same prompt to video models. But this model will ca- literally call different tools to do that.
Ethan [01:23:05]: So yeah, this is actually an interesting thing. So when we first released, a video editing model, I see on X some people try the video editing feature with, “Edit this video to be one minute.” ‘cause they didn’t understand how video editing work. Video editing typically is just a removal, add, replace, style transfer, this kind of thing. But that’s actually a valid request under the assumption of video agents. So these agents should be able to understand these kind of, long horizon tasks to be able to easily, create a long-form video. I think this is, this is really fascinating ‘cause it’s kinda take-- it’s taking the same direction as first you have these, assisted-- assisted coding, kind of like tab completion, GitHub Copilot. And from there, you gradually evolve to Codex and Cloud Code, where you do things fully automated. So in agent, in Grok Imagine Agent mode, you can, you can still go in there and do stuff by yourself.
Ethan [01:24:22]: gradually, as the model capability increase, it will be able to do everything fully automated.
Swyx [01:24:30]: I like that. okay.
Ethan [01:24:32]: That’s good.
Swyx [01:24:32]: So it looks like it’s still generating.
Vibhu [01:24:34]: Also, I did notice the Grok image gen was always very fast. I don’t know if this is something you guys benchmarked, but, this is just a tangent. Compared to what I used to use before the latest OpenAI’s image gen, and same with Gemini Nano Banana, I would oftentimes use Grok just for the speed.
Swyx [01:24:54]: It’s, it’s in the benchmark somewhere that’s
Vibhu [01:24:56]: It’s
Swyx [01:24:56]: in the Imagine API blog post that they have all the speed things.
Swyx [01:25:00]: it mostly combination of distillation plus inference.
Ethan [01:25:04]: There are a bunch of things. we talk about distillation, and if you talk about thinking, if you don’t have any thinking budget, the model can just think three minutes and then come back to you. And also, inferenceThe inference infra team was very talented, and they were, they were able to accelerate a hell lot of these models.
Swyx [01:25:27]: my comment on the, on the video agents things, I’m trying to figure out, when people say video agents, when you initially told me about your bet on video agents or your vision for video agents, I was a little bit disappointed. I was “you mean, like models are tapped out, now we have to do agents?” But, I think you have to, right? The question now is, how much model training is it really going to make a difference versus just building a better harness? Like you said the models don’t have to be jointly trained. you can just take an shelf frontier reasoning model, slap it on a harness, give it Grok as a tool. That’s it. That’s your video agent. Doesn’t seem super satisfying. Obviously, you can train and get some more percentage points of per- performance. But, if your central claim that the majority of video or generative media, alpha or whatever, is actually coming from language intelligence and not, image diffusion or video diffusion, then that is the future.
Vibhu [01:26:30]: it’s pretty cool
Swyx [01:26:31]: It’s just like primarily just weight.
Vibhu [01:26:33]: If you pop back at the example, it generated frames. Sorry to interrupt, it’s been saying “Okay, I’m gonna start stitching these frames together.”
Swyx [01:26:42]: So
Vibhu [01:26:42]: It’s using FFmpeg like using code.
Swyx [01:26:43]: This is what GPT Image Pro as well is doing, right?
Swyx [01:26:46]: Like, this is also just writing code in the background and then just
Vibhu [01:26:48]: Stitching
Swyx [01:26:49]: doing an image pass on the final output. It feels dissatisfying for the people who want to just train models.
Vibhu [01:26:54]: It’s interesting, right? it’s, it’s also somewhat exciting. Like you brought up earlier, a lot of the gains don’t come as much from the video. I think you can see that in the language model space too, right? Anthropic, very good at coding. They’re multimodal, not the best, right? They have basic input PDF, but there’s clearly a disconnect in the quality of their image video processing, audio processing, yet intelligence very top tier. Other labs, Gemini, OpenAI, xAI, you can add modalities, but it’s not like they’re unlocking crazy capabilities, right? So it’s interesting.
Ethan [01:27:32]: It’s interesting to see that, like the video model’s capability increase actually come from language model being more intelligent. I think video agent, like it can unlock more stuff than my- you might imagine. So there’s a few things. So one thing is when we are prompting these models, so most of the people were actually not very good at prompting.
Ethan [01:27:59]: Actually, language models have a better sense of how to prompt AI models. AI models know AI models better. So if you jointly train these models, maybe the model have a better sense of, how to prompt each model. Like a different model
Vibhu [01:28:15]: Of course
Ethan [01:28:15]: might be different. Another thing is it might not as simple as just, like generate a few clips and slap them together using FFmpeg. Like you might-- there might be more like image and video editing tool appear in this process. Say, if you want to exactly add a blob of text at this timestamp, the videos model-- video models might not get that intention very precisely.
Ethan [01:28:48]: But these are possible using these deterministic tools. The long-- The video agents can use all sorts of tools, so you don’t have to put all of the capabilities into the generation model itself.
Swyx [01:29:04]: I think that’s very true. no, so for what it’s worth, I think you’re right. I think that this will be a big category. I think probably you are predicting like the next one year in video is gonna be all this.
Vibhu [01:29:18]: Do you have a time prediction for how-- when this stuff ramps up? Like
Swyx [01:29:22]: they already started.
Vibhu [01:29:23]: Is,
Swyx [01:29:24]: It’s not very good yet.
Vibhu [01:29:25]: Are we so-- No, it’s so, it’s so good. I think the last one’s just longer.
Vibhu [01:29:29]: it didn’t give me a minute.
Ethan [01:29:30]: Last thirty-six.
Vibhu [01:29:30]: It gave me thirty-six seconds. But are we feeling it now? Is there gonna be inflection? Is there any timeline predictions you wanna make?
Ethan [01:29:37]: by the end of this year is-- this is going to
Ethan [01:29:41]: be a big hit. So the inflection point will be where, the videos generated by video agents can get to like production grade quality, so it can be presented and it can be, it can be distributed in ads. And when-- once that happen, I think the enterprise will have much more budget for video models because the agents are, inherently more expensive than the, than the video models themselves, ‘cause they do this iterative process. They generate many variations.
Ethan [01:30:23]: but once these models have this, pass this usability threshold, I think it’s, it’s going to be a exponential growth beyond that.
Swyx [01:30:35]: I would, fund a company right now based on this thing.
Robotics, Physical AI, and Internet-Trained World Models
Swyx [01:30:40]: so I think you’re right. One thing I’m, I’m surprising, I’m reflecting on the whole like past hour or so of conversation, you are-- I think you’re into world models and video generation for video generation’s sake. I think that a lot of other world models people, we’ve interviewed a lot of them, general intuition and Fei Li and all those guys and Moondream, which I think I told you about. Moonlake.
Vibhu [01:31:01]: Lake.
Swyx [01:31:01]: I keep saying Moondream. Goddammit. Moonlake. A lot of them actually say like robotics is the end game. Like embodied robotics, like you want real-time, you want interactive. It is to interact with the physical world. You’re not that concerned about it.
Ethan [01:31:15]: I think robotics will be a, will be a big part of it for sure.the process may happen naturally. So my prediction on robotics is that the problem is physical AI might be solved, like without actually need to
Swyx [01:31:36]: Be in the real world
Ethan [01:31:37]: need to be in the real world. So it might, it might get solved by a video-- A LLM is very strong video capability. So remember we talk about the real-time interactive long horizon video. Once these models-- So now these models are just training on like screen recordings and computer screens. Once these models can use computers and understand the future state of computer extremely well, the robots might be, might be one of the, one of the tools, a very powerful AI can use. So the powerful AI might just, be able to control the physical embodiment naturally.
Why Ethan Left xAI and What Comes Next
Swyx [01:32:28]: I see that for sure. Cool. I know, I know we are coming up on time. you had-- you left one more spicy topic, which is why you left xAI.
Ethan [01:32:38]: For me, there’s, there’s a lot of, a lot of research you want to do that you cannot do at, as a company. And also like the priorities and objective the-- of a company typically can change very fast. It is-- It’s also the same for xAI. So now is kind of like the time so there is some research I want to do, especially more on language model side like I cannot do at xAI.
Swyx [01:33:11]: Oh, okay, yeah. So you’re, you’re basically leaving You’re, you’re-- you had this whole transition from computer vision to world models, video generation, to now you’re like focusing on LLMs.
Vibhu [01:33:22]: But it seems a lot of you saying focusing on LLMs, you really in the past hour described how it all ties together, right? Like But I don’t know. What do you mean by focusing on LLMs? Is there
Ethan [01:33:33]: I realize the fact that the video models, even like in the beginning, the game might come from improvement on diffusion technology, but this is a point where actually most of the game, come from the language models themselves.
Swyx [01:33:50]: It’s a huge black pill for anyone who has like spent their career in like generative, media.
Vibhu [01:33:56]: it-- that’s an extreme view, right? The-- You still definitely need a bit of both, right?
Vibhu [01:34:01]: There’s just, it seems like more pressing, impactful work to do now on language model side.
Swyx [01:34:07]: Do you have any similar predictions? you-- so you predict the video agents, and I think you will be right. on the language side, what are you looking for in the next one year?
Ethan [01:34:16]: I think one thing pretty interesting I think might be happening soon is the language models will be like context-aware and manage its own context.
Ethan [01:34:29]: So some-- Like from the video model side, we’ve been suffering from the long horizon issue, like we want to generate video longer and longer, and we’ve been trying to solve the context length issues through various ways. One thing is just brute-forcing train longer context lengths. Another is to manage the context better. I think the same thing in language model is also going to be happening soon. So for example, like the language models, they’re not aware of how long their own context length is. Once they hit like eighty percent or something, automatic context compression is getting triggered. And the model, is not aware of that when it’s working. And some-- maybe it’s good for the models to know, “Oh, I’m, I’m approaching like eighty percent,” or something. And something also pretty interesting, like for example, in OpenClau, like you-- every time you type in something, a times-- the current local time is automatically attached to your message, so the model actually know what time is it. So this is making the model time-aware. And also like in tool calling the-- a lot of the intermediate tool call results automatically prune. So there’s like context removal, context addition, and, context compaction. So all of these are from the harnesses themselves. But from our experience, the heuristic engineering also helps the models get this absorbed into the models themselves. that’s something very interesting to explore.
Vibhu [01:36:12]: So infinite context?
Ethan [01:36:14]: Maybe.
Vibhu [01:36:15]: No, but it’s, it’s interesting, right? you
Swyx [01:36:17]: It is in the space of memory and continual learning and
Vibhu [01:36:20]: I don’t know. It’s also like in the space of agent harness use, right? You’re seeing
Swyx [01:36:25]: No, he’s saying he doesn’t want to do it in a harness, right?
Vibhu [01:36:27]: No, but models are also being trained on uni-- using harnesses, right?
Vibhu [01:36:32]: So some of it is, you could say, implicitly leaking in, right? part of that post-training of language models is, okay, using it in coding harnesses, in which case, when are agents spawned? When is compaction gonna happen? it’s not explicit you have this much token window, which I don’t know if you want it to be, as that’ll change, but it’s, it’s somewhat leaking in there.
Ethan [01:36:58]: I’m imagining, what if the model have access to the whole-- the code of the agent harness itself and being able to modify it to whatever you want. Say, if the agent harness is short enough, you can just put in the context lengths in the system prompt, and then the model will say, “When I want to spawn a future version of myself, I can modify the agent harness.” For example, if I-- the agent harness can be, “Oh, when I’m reading-”A long document, I can choose to read the whole thing in chunks and, come back, smash the summary together, or I can just read the first two hundred lines and, discard the rest. And all kind of choices, if they can be made by the models themselves, it might be very interesting to see that the model can, program the model can program itself online in test time.
Career Lessons: Moving Across ML Domains
Swyx [01:38:02]: so the self-modifying harness is also part of, OpenClaw and Py, but I think there’s a lot more work to do there. Very cool. I think part of me is kind of curious. I think you are part of Big Lab, right? And there’s this career path of a researcher at a Big Lab, which is you are-- you train models, you get more compute, you train better models, and you keep going. And somewhat, I feel like you’re opting out of that. And if I were you, I would be “Oh, I think this is, a bit of a career risk.” what?
Swyx [01:38:36]: I don’t have any comment apart from, you’re very strongly convicted. I think that a lot of people in your shoes would not be doing what you did.
Ethan [01:38:43]: Speaking of my career, if I look back, actually, there were, there were a lot of huge transitions. So ten years ago, I was, I was doing research with a ResNet authors, Xiangyu Zhang and Jian Sun. Yeah, at that time, the research were completely different. It was, mostly confirmation, like image recognition, object detection, object tracking. I was also doing neural net compression at that time. It was quite different from knowledge dissolutions these days. And at that time, I was-- I wanted to be a professor, and I applied. When I applied for a PhD, I already had a few first author papers at top conferences, so I confidently applied at the top schools. It turns out I got rejected by all of the top PhD programs. So I had to, I had to go to the industry. At that time, I was at Facebook AI Research fair, led by Yann LeCun.
Swyx [01:39:51]: I wanted to talk about VJPA, but it’s different.
Ethan [01:39:53]: I know. Yeah, we can leave it for another time.
Ethan [01:39:57]: I switched to At that time, I switched to self-surprised learning. It was, it was quite different from what I was doing in contribution.
Ethan [01:40:07]: And after that is NVIDIA Cosmos. So I realized scaling up was extremely important. So at NVIDIA, I was mainly focusing on scaling. So one thing is Cosmos scaling the video distribution models to a few billion parameters. And another thing is, I was working on MoEs. The Megatron MoEs was the first, was the first framework open source to be able to train these MoEs at very large scales, hundred billions parameters to even trillions parameters efficiently at, forty percent MFU.
Ethan [01:40:51]: And going to switching to xAI was trying to work on even larger compute scale even further. And yeah, looking at this trajectory, I actually worked on a lot of different things. So I feel actually within ML, it’s actually easier to switch than you think. a lot of people might have mindset that, “Oh, I work on, I work on computer vision. I always have to work on computer vision, and I cannot switch to language.” And, but from my experience, at least at NVIDIA, I worked on both language model MoEs and also video models. It’s, it’s actually not the case. A lot of, a lot of the core principles how to train large models are largely the same. And yeah, for me, I feel right now the bottleneck, for video models is actually the language part the agent, which is why I want to go to work more on LLMs. One thing is it’s, it’s a bit of a challenge. I don’t think it’s a huge, jump, so.
Closing Thoughts
Swyx [01:42:18]: kudos to you. I think you have a lot of, strong vision there. Yeah, I think that was mostly everything that we wanted to cover. You’ve been very generous with your time, and I, it’s really nice that you are able to share all these things now. We don’t have to go through xAI to clear everything. but also we
Ethan [01:42:35]: Oh,
Swyx [01:42:35]: I think we didn’t get you in trouble.
Ethan [01:42:37]: It’s a lot of good stuff about xAI compared to what you just see in the releases, right? You don’t realize how many more levels there are to it.
Swyx [01:42:44]: xAI, please do more podcasts.
Swyx [01:42:47]: anyway.
Swyx [01:42:48]: but thank you for, sharing. It’s been very kind. And also, I wanna hear more from you. I think you are going to embark on your next phase. You haven’t announced what you’re doing next, but clearly you have, more vision and more ambition on this path, and I think you’re, you’re basically kind of gradient descending to, whatever your final form is.
Ethan [01:43:08]: Thank you. Yeah. Yeah, I’ll, I’ll share more about my next chapter soon.
Ethan [01:43:14]: Thank you for having me.
Swyx [01:43:16]: Thanks for coming.


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One of the central tensions in the agents industry is that even while there are major decacorn agent labs like Sierra, Decagon, Notion and Cursor being built up, it is also true that it has never been easier to DIY agents, with a plethora of agent frameworks like LangGraph and Pydantic and Flue, and managed agents from Anthropic and Gemini and Amazon. There has been a wave of companies building their own background agents from Shopify to Stripe to Paradigm to Razorpay, and even Cognition’s friends Ramp have built their own coding agent with other friend Modal.
You’d think Cognition might feel a bit threatened, but they’re not - even after all this, they were way oversubscribed for the $1B Series D they just announced:
Walden Yan, coiner of context engineering and Chief Product Officer/Cofounder of Cognition, invited OpenInspect’s Cole Murray to talk about why the Devin is in the Details.
Full conversation live on the pod today:
In retrospect, async agents were the most AGI pilled bet you could make in 2024 - the models weren’t good enough yet to vibecode, and people didn’t trust AI enough to let it rip, nobody (including early Cognition) was sure about the form factors.
Now it is obvious:
* The first wave of AI coding tools made the developer faster but remain heavily in the loop. Copilor and Cursor’s tab autocomplete are prime examples However, the workflow was still heavily centered around and bottlenecked by the developer’s local workflow: a developer in an IDE, watching the model, accepting or rejecting changes, and pushing code one interaction at a time.
* The second wave was local agents: Claude Code, Windsurf, Cursor’s agents pane: first one and increasingly many terminals all running concurrently.
* The current Age of Async Agents points to a different future focused more on agent orchestration which drives end-to-end development.

According to previous guest Steve Yegge, there are finer-grained 8 levels to agent adoption, but we have collapsed it into three.
As Cursor’s Michael Truell put it in The third era of AI software development:
Cursor is no longer primarily about writing code. It is about helping developers build the factory that creates their software. This factory is made up of fleets of agents that they interact with as teammates: providing initial direction, equipping them with the tools to work independently, and reviewing their work.

The agent should not sit solely inside the developer’s flow. It should be setup to work in the background so that you can give it a task, a repo, a machine, a shell, a browser, tests, memory, and review loops to go do the work somewhere else.
In less than a year, the sentiment has shifted from avoiding multi-agent systems:
to suggesting approaches that actually work:
From coining “context engineering” to building the infrastructure behind Devin’s 7x PR growth and jump from 16% to 80% of commits across Cognition repos, Walden Yan has had a front-row seat to the background-agent shift. In this episode, Cognition co-founder and CPO Walden Yan joins swyx alongside Cole Murray, creator of OpenInspect, to unpack why everyone is building their own Devin, what changed after the December 2025 model inflection, and why “spec to pull request” is now becoming a real production workflow.
We go deep on the architecture of background agents: harness-in-the-box vs out-of-the-box, why Devin separates the “brain” from the machine, why repo setup is still one of the hardest problems, why Docker is not always enough, and how full VMs, snapshots, scoped secrets, GitHub bots, Slack integrations, and video-based testing all fit together. Walden and Cole also dig into memory, MCP limitations, multi-agent orchestration, AI code review, SRE auto-triage, PMs shipping code from Slack, Windsurf 2.0, hybrid frontier/sub-frontier systems, and the real failure mode of uncontrolled vibe coding: your codebase regressing to your worst engineer.
And as agents eat software… and software eats the world… you can draw the conclusion on what is next:
We discuss:
* Why the engineering world is waking up to background agents and cloud agents
* The December 2025 model inflection that made spec-to-PR workflows practical
* Devin’s 7x merged PR growth and rise from 16% to 80% of commits
* Why Cole built OpenInspect as an open-source background-agent system
* The economics of $20/seat agent products and why monetization is tricky
* What Cognition actually sells beyond Devin: infra, onboarding, integrations, and adoption
* Harness in the box vs out of the box, and why architecture matters
* Why Devin separates the brain from the machine for security and permissions
* Repo setup, scoped secrets, Docker Compose, and agent-ready dev environments
* Why full VMs matter when agents need to run real applications and test them
* Android, macOS, Windows, nested virtualization, and machine-specific agent work
* Why testing is much harder than “computer use”
* Screenshots, video verification, and the “I know it works” merge moment
* GitHub UX, Devin Review, AI reviewers, and agents responding to PR comments
* Why MCP alone is not enough for first-class Slack and enterprise integrations
* Memory, Knowledge, skills, Claude.md, and why retrieval is still unsolved
* Devin’s auto-generated memories and the challenge of memory pruning
* Always-on agents as permanent PMs for issues, tickets, and product areas
* Sub-agents, meta-Devin management, and what multi-agent systems actually add
* Why pure auto-merge vibe coding breaks down after about two weeks
* AI code smells, lint rules, reward hacking, and Semgrep for agent-written code
* GitAI, inline context, and preserving the “why” behind code changes
* Local testing, mock servers, older codebases, and preparing companies for agents
* Windsurf 2.0 and the handoff between local foreground agents and cloud background agents
* SRE auto-triage, support workflows, and agents as first responders
* PMs, marketing, and non-engineers creating pull requests from Slack
* AI agent budgets, $1k-$5k per engineer spend, and hybrid frontier/sub-frontier systems
* The rise of autonomous coding factories and who Cognition is hiring
Walden Yan
* X: https://x.com/walden_yan
* LinkedIn: https://www.linkedin.com/in/waldenyan/
Cole Murray
* X: https://x.com/_colemurray
* LinkedIn: https://www.linkedin.com/in/colemurray/
* OpenInspect / Background Agents: https://github.com/ColeMurray/background-agents
Timestamps
00:00:00 Introduction00:00:43 Why Everyone Is Building Their Own Devin00:01:57 Devin’s 2025 Ramp: 7x PR Growth and 80% of Commits00:03:49 OpenInspect and the Rise of Open-Source Background Agents00:07:59 What Cognition Actually Sells Beyond Devin00:09:56 Background Agent Architecture: Harness In vs Out of the Box00:12:08 Separating the Brain from the Machine00:14:07 Repo Setup, Secrets, Docker, and Full VMs00:19:13 Why Testing Is Harder Than Computer Use00:22:40 Video Verification and the “I Know It Works” Merge Moment00:23:19 GitHub UX, Devin Review, and AI Code Review00:25:42 MCP, Slack, and Enterprise Agent Integrations00:28:59 Memory, Knowledge, and Always-On Agents00:36:16 Sub-Agents, Multi-Agent Orchestration, and Meta-Devin00:43:55 Vibe Coding, Auto-Merge, and Codebase Decay00:48:38 Agent Infra, VPCs, Cloud Providers, and Fast VM Restore00:52:25 AI Code Smells, Reward Hacking, and Code Review Systems00:56:10 Making Codebases Agent-Ready00:58:30 Windsurf 2.0 and the Local-to-Cloud Agent Handoff01:01:15 SRE Auto-Triage, PMs Shipping Code, and Agent Use Cases01:04:32 Agent Budgets, Hybrid Models, and Autonomous Coding Factories01:06:51 Hiring at Cognition and OpenInspect Consulting01:07:45 Outro
Transcript
Introduction: Walden Yan, Cole Murray, and Context Engineering
Swyx [00:00:00]: All right, we’re in the studio with Walden Yan, co-founder of Cognition, CPO.
Walden [00:00:08]: Happy to be here.
Swyx [00:00:09]: Which is a cool title. And coiner of context engineering.
Walden [00:00:15]: Although I think there are many people who’d used the terms in various ways beforehand, but I did find that people, both internally and externally, enjoyed the upgrade from prompt engineering or model wrapping into maybe a more thoughtful way to build agents.
Swyx [00:00:33]: For those who haven’t caught up on that, I have on screen the Don’t Build Multi-Agents post, which you should go read on and we might refer to, and Cole Murray, who created OpenInspect.
Cole [00:00:43]: Great to be here.
Swyx [00:00:43]: So let’s talk about it. Everyone is building their own Devins. What’s going on?
The December Shift: From Handholding Models to Autonomous PRs
Cole [00:00:51]: So I think the engineering world is waking up to this idea of background agents, cloud agents, whatever you’d like to call it. And I think we saw a shift around the December timeframe of 2025, where the models Opus 4.5 and GPT 5.2, they reached a capability where we moved away from handholding the model and being able to actually more or less autonomously drive the model. And what I mean by that is that we could pretty much go from a specification to a completed pull request, assuming the spec was good enough, with very little friction. And that paradigm alone, I think, changed a lot of how we interact with agents, and opened this world where background agents became more practical.
Swyx [00:01:41]: I think for Cole, everyone experienced this in December, but I feel like there was just this increasing ramp, right? There was this moment which was, I think, Sonnet 3.7, where, You guys rewrote Devin in one night or something. So describe 2025 or how it felt from your side.
Walden [00:02:01]: In retrospect, we always thought it was ramping up, but then even now, over the last three, four months from today, it’s been ramping up even faster. So it’s almost funny to be talking about how, big of a leap Sonnet 3.7 was, and honestly, a lot of it was stripping out parts of Devin that were no longer needed with that jump in of intelligence. But I also just think that a lot of the recent leaps, especially, you look at, models like Opus and the latest GPT models, they are reaching levels of autonomy where people are actually finding that they actually can just be hands-off. And people who were once debating, “Oh, do I need to be in the weeds with my model in the IDE? Can I just completely move it off into the cloud?” That’s a more serious conversation, and we’ve seen that in all of our growth charts. Internally there’s this funny graph where our usage has, of PRs, our merged PRs, has grown 7X since I forget what it was called.
Swyx [00:02:57]: I think Dev, maybe tweeted that. Yes.
Walden [00:03:01]: it grew like 7X over, the last, I think it was, two months, three months, something like that. And then you see our engineering headcount growth. It’s, gone up by, 10% or something.
Swyx [00:03:11]: We were, we were afraid To release this. So this is Devin commit percentages on all Devin repos, was 16% in January and now 80% in March.
Walden [00:03:25]: It’s a big shift right now. And so it makes sense that a lot of people are now thinking about, buying Devin, but also maybe, trying to build their own and there’s Lots of I have a lot of fun building Devin, so I can see why other people would want to build their own cloud agents as well. Matt, well, maybe it’s good to hear, what initially inspired you to try to build OpenInspect?
OpenInspect: Ramp, Cloud Agents, and Open Source
Cole [00:03:49]: OpenInspect came about, through primarily my clients observing how they were using tools like Claude, OpenAI’s Codex at the time, and seeing some of the friction that they were having with it. Primarily the Claude was being used through Slack, and a big issue they ran into was that the sessions that were launched were specific to whoever called it via Slack. And so if a PM was the one who invoked the session and they would then go to pass context to engineering can’t see the session. And that in itself was a deal breaker because the PM, “Hey, engineering, can you jump in?” But there’s nothing to jump in on unless they’re copy-pasting out or the single response that came back. And so seeing some of these problems, I had built a similar architecture internally, just to experiment with, test out different ideas as this trend of moving off of localhost was starting to become, And as Ramp released their blog post, I had a lot of the pieces for this already in place, and just thought it would be funny to, see what Claude could do just purely from the blog post. And on my X account, there’s actually a thread of where I live tweeted, going through this
Cole [00:05:14]: comparing GPT and Claude as both of them are going through it.
Swyx [00:05:17]: On the announcement thing or something else?
Cole [00:05:19]: right after it got released. We can put it in the show notes. Yeah, it was helpful that I had already knew how to verify the system. I knew what I was looking for. I think Ramp did a great job of really illustrating, the technical aspects of how to build something. It was much more than just like, “Hey, we built a great system.” It was, “And here’s how you can build it too.” And so, I resonated a lot with that, just with the problems that I was already seeing, and I thought that, looking around, I didn’t really see anything in the open source community that, met this type of system. I think there’s a lot that run, in localhost like Superset, Conductor, and many others.But nothing that was actually running in the cloud. And so, I built it, and I thought it was interesting to just open source it and allow anyone to then have a foundation that they can mix and match on top of.
The Business of Background Agents: Open Source vs. Devin
Swyx [00:06:16]: So literally after Devin was launched was, there was OpenDevin Which became All Hands. I don’t know if you tried that or
Walden [00:06:22]: I was going to say, one of the things that interested me a lot with OpenInspect was, you didn’t try to go make it then something you monetize. There are a lot of, I think, these open source projects would then go and really try to, raise V
Swyx [00:06:36]: That’s why no OpenDevin. Yeah.
Walden [00:06:38]: yeah, and how did you think about that? I thought that was very interesting.
Cole [00:06:44]: I thought, and just what I had seen across my clients, was that having a background agent system is going to become a critical infrastructure within their company. And so because of that, I think that I wanted to open source it so that they could fork it and put in whatever customization they wanted. To that question though, I get asked all, “Oh, are you going to raise? Are you going to turn this into a service?”
Walden [00:07:08]: I’m sure you’ve gotten offers.
Cole [00:07:09]: but primarily I don’t want to do that for a few reasons. One, I think that I don’t want to compete for, $20 a seat. I think that is just a really difficult business. I think it’s very easy to copy the main pieces of it. Again, I built this fairly quickly. And I think because you are not owning, I guess, the entire stack, it’s hard to monetize. You have money being made at the sandbox layer with Daytona, E2b, many other players. You have money being made at the model layer. And you sit in this weird in-between gray area where what are you actually selling? You’re selling, I guess, the infrastructure. You’re selling, the integrations maybe.
Swyx [00:07:55]: let’s ask the guy. What are you What are you selling?
Walden [00:07:59]: Well, yeah, there’s multiple layers to this in practice, and actually it’s funny you mentioned the infrastructure, ‘cause when we got started building Devin as well, we had to go figure out how to make the infrastructure as well because,
Swyx [00:08:10]: You had to build this two years before everyone else,?
Swyx [00:08:15]: Including, the model side
Walden [00:08:17]: It was not, it was not very polished at the start, when we just built it off of raw VMs from cloud providers like EC2, the boot up time was so slow, I think, And especially then, turning off the machines, saving them, and then to be able to bring them back up again when the, when you want Devin to wake up again later. It would just be out cold for like 10 minutes because that’s just how long these systems took. They were not built for this repeated down and up usage. And so we actually had to go do all of that. And as a result now, one thing we offer when we go and sell Devin to people is, you don’t have to worry about all the compute side of things. We’ll make it work. We’ll make it work in your cloud if you want it to. But aside from the product, and I want to go into the agents and the tuning of the intelligence part later, but I think a big part of what we do at Cognition as well is to just make sure that your company learns and uses and adopts these coding agents. ‘Cause I think for especially the largest enterprises in the world, you find that there is a lot of people who want to move over to using AI for their day-to-day workloads. But because of the way projects are planned, because, not everyone is literate in using AI in these ways, having a team of engineers who can actually go in and onboard you, set up all the integrations you need, the automations you need to really get to that level of, leverage with AI, is super helpful. And so We do that. We show thought partners to the customers that we work with as well.
Swyx [00:09:56]: So let’s talk about, architectural stuff. I think that’s always, that is something that was the topic of conversation between the two of you. Is this, the mental model that you want to start with or something else? I’ll just leave the floor open to you guys.
Agent Architecture: Harness in the Box vs. Out of the Box
Cole [00:10:11]: I think, maybe we can start here as just a general what are the pieces of a background agent system. And then maybe we can go into some of the nuances of, Decisions that you can make.
Swyx [00:10:22]: But I guess I also Like, what, maybe what Walden is saying is the agent is like in this open code box, I guess. Right? This is infra, and then there’s, that’s the agent. And you had this discussion about whether you put the agent in here or in Out externally. Can you tease that out?
Cole [00:10:39]: In a background agent systems, you have a decision to make of where the agent is actually going to run. This is typically described as the harness in the box or out of the box. With running the agent in the box, you’re making some trade-offs by doing that. The negative trade-off you’re making is primarily security. Because the agent is running in that box, unless you otherwise design it, all of your secrets need to go into that box as well. And given the nature of AI, it can be unpredictable, and you could very easily end up accidentally exfilling your secrets, or other unintended behavior. Now, the out of the box is the idea that we are going to have the actual agent running not directly in the sandbox, and we will have, quote-unquote, the brain of the agent running in some type of worker, control plane. That sandbox then is going to serve as the hands where the brain is basically operating and making tool calls into that environment to manipulate it. I guess other trade-off that you’re making between the two systems is that, in my opinion, running it out of the box is much more complex because, you have state that has to be managed, whereas if you’re running it in the box, all of the state of that agent is actually in the box, and yes, it’s you could persist it elsewhere, but it’s all localized and you have less concerns to worry about.
Walden [00:12:08]: I think a lot of that, what you mentioned, is why we actually from the start built Devin to what we called separate the brain from the machine. The other thing that this allows you to do is reuse any existing infrastructure you have for dev boxes Perhaps. And so you don’t have to worry as much about making a new type of dev box that has all the dependencies the brain needs, as you mentioned, the secrets the brain needs as well. One thing that we’ve seen some customers run into is, you have a GitHub app and you want Devin, your agent, whatever, be able to interact with GitHub through this application, but then you have different users with different actual permissions. If they are all interacting through the same GitHub app and there’s no actual, separation between the system that decides, what it does and the actual secrets on the machine, then you run into an issue where, okay, it’s hard to do the separation. But in practice, with Devin, it’s much easier because we just say whatever you put on the machine, that is, the scope of basically what the user is free to do, what the agent is free to do. So only put the most scoped secrets on that machine, and then the brain is fully not accessible from the machine. So you don’t have to worry about messing with the, any of the most secure parts of the brain if the user is free to do whatever they want with the machine.
Swyx [00:13:31]: I was going to just bring, I have this, chart from OpenAI, where I don’t know if this is, in the box, out of the box. That is something that they do use to describe it. And then also recently Anthropic did, managed agents
Swyx [00:13:44]: Which is, this is their thing. I don’t know. It’s all, it’s all variations of the same pattern, right?
Cole [00:13:49]: So this would be out of the box.
Swyx [00:13:51]: Which, is preferable for them because it’s less work?
Cole [00:13:56]: I would say it’s more work.
Swyx [00:13:58]: It’s more work?
Cole [00:13:58]: But it, in my opinion, it is the better architecture of the two. It’s just, you’re taking on a bit of complexity by doing that.
Repo Setup, Docker, and VM-Based Development Environments
Walden [00:14:07]: One thing I’ve not seen a lot of other players do well is how do you manage what’s actually on the box? And this can be complex for many reasons. Let’s say you have a big repository that’s changing and updating a lot with changing dependencies. How do you make sure that the working environment of the agent actually stays up to date, has all the credentials it needs to, let’s say, run the app and test it, and all the things you want your autonomous
Swyx [00:14:34]: So a repo setup.
Walden [00:14:35]: Exactly. So in, internally At Cognition, we call this repo setup.
Cole [00:14:39]: The hardest part of
Walden [00:14:40]: It’s been a perennial problem since the start of the company, of how do we help people get this set up? Because not everyone just has, working cloud environments working out of the box. And do you find this to be a common problem with
Swyx [00:14:53]: How do you solve it?
Walden [00:14:53]: Your clients?
Cole [00:14:54]: This is a very common problem, and through my consulting, this is a lot of what I help teams do. A lot of teams don’t really have great developer environment setups, if any. A lot of the times it’s, “Go talk to Bob and get the secrets,” and that obviously doesn’t work when the agent needs to actually set this up. And so a lot of that, most teams are using Docker Compose or some type of microservices. And so for the
Swyx [00:15:19]: Even in prod?
Cole [00:15:20]: Not in prod. With the OpenInspect, you are using this primarily to interact, and make code changes. There is other use cases, but you can hook, whether through CLI, MCPs, other tools, you can then hook that into your production systems primarily for, SRE type use cases. But you are not, necessarily, trying to test your prod internal microservice through the system.
Walden [00:15:48]: And you mentioned Docker Compose. I think one direction we saw some of our friends take early on was, using Docker containers as the level of abstraction for their models. There’s lots of reasons, I think, why Docker containers are not great. One thing is, Docker container’s not really a true security boundary, for one. But the other is, if you are running real applications, a lot of times those applications use Docker, and then you have to think about Docker in Docker, which is, really weird. And so I think part of, the really hard challenge of getting VMs to work, why did we do that? Well, it was because we realized that you actually needed, full VMs to be able to do these types of things. And especially nowadays where there’s actually value in running the application and clicking around and sending you screen recordings of these things. The value just, keeps adding on top of that. But it is a decision I see people run into when they try to build their own systems, is, “Oh, do we, in addition to this, do we put the agent in the machine or out of the machine? Do we use Docker? Do we use something else?” What do you recommend people nowadays?
Cole [00:16:57]: I think Docker is a good solution for maybe not running the agent, but running your infrastructure, because that is more or less the same setup your engineers are probably already using. If they’re not, then I don’t know what they’re using. But they’re probably already using Docker Compose.
Swyx [00:17:14]: I’ve always had a small candle for web containers. I don’t know if you guys have tried them before.
Swyx [00:17:19]: To me, they were, supposed to be like Docker Light.
Cole [00:17:22]: Is it?
Swyx [00:17:22]: I don’t know.
Cole [00:17:22]: No, I haven’t tried it. But yeah, I think any environment that you’ve set up that is a good experience for your developer naturally lends itself to being easy to set up for the agent. And once you figure out that local developer story, you’ve more or less solved the agent in a sandbox, environment setup. OpenInspect does have hooks as well, where you can, run a setup SH script that will pre-install everything. You can then pre-snapshot that build so it starts instantly, and then there is a second hook to actually then, restore the state of the sandbox when it comes back. And so you can already have all of those microservices running and basically get the same experience that you would on your machine within the sandbox.
Testing Agents: Computer Use, Screenshots, and Real App Workflows
Walden [00:18:08]: Another thing that we’ve been thinking a lot about is like Different VM service offerings. Have you had customers where they needed like macOS specific VMs or like Windows specific
Walden [00:18:20]: VMs?
Walden [00:18:22]: There are like many technologies in the world that only work on specific types of machines, right? If you’re building a.NET application that has to run on Windows or like, maybe more commonly if you want to build iOS or macOS Does that work
Swyx [00:18:32]: Does Commission support
Swyx [00:18:33]: Choices like that?
Walden [00:18:35]: The fundamental architecture we do, because we do the separation, it does support, but the actual work in progress is happening right now on these. Another thing that we’ve actually recently added support now for, it’s in beta, is doing Android development. To do that, we needed to support, I think, nested virtualization within our machines because the VM itself is like a, is a virtualized Firecracker instance, and then you had to then run another Android emulator inside. And there’s like weird performance issues that like, it, which is why it’s like still in beta. We have to think through these problems, but it unlocks a lot for anyone who wants to do Android development.
Swyx [00:19:13]: I was trying to find like a reference video for the testing thing. I couldn’t find it, but I think you worked on the testing, capability. Why call it testing and not like computer use or I don’t know, it’s, what’s the general Category of problem?
Walden [00:19:26]: I think that when people think about the ability of an AI to run your app and test it, I think they actually over-index on the computer use part of it because computer use in my mind is the literal, okay, you want what button you want to click. Can you emit the right coordinates to go click that button? I think testing is actually a really interesting like
Walden [00:19:48]: Problem-solving, challenge for these AIs because if you wanted to do arbitrary testing, imagine you make a change that spans the frontend and the backend, maybe, even some other like even more deeply nested service. To actually test that change, we have to reason through what-- how do you first run these applications to orchestrate with each other with the right version of the code? Then, okay, how do I trigger the feature or how do I make the thing actually happen? And this can get arbitrarily hard, maybe you have to be an admin. Maybe a certain thing has to be feature flagged on. Maybe, you have to like run two sessions and then send us a very specific word into one of them to trigger a specific behavior. And figuring out how do you do that requires a lot of code base context, requires, a lot of orchestration that we’ve specifically done. And in some cases, we found that you actually, no one frontier model can actually do this full end-to-end task itself.
Walden [00:20:42]: We’ve seen cases where we actually had to orchestrate different frontier models together to solve this problem together. That is where we spend most of our time when we think about this testing problem, not so much the computer use part. Computer use for what it’s worth has gotten a lot better with recent models and it’s made that part of the job certainly easier.
Swyx [00:20:58]: Especially with like even 4.7, that they released yesterday, apparently like way better in terms of the vision stuff, which is going to be encompassing computer use.
Walden [00:21:08]: Having evals for all these as well is something that like takes a while to build up. And having the evals be right is tricky as well. Do you ever see like, clients who are building their own agents have to start standing up evals to make sure things don’t regress?
Swyx [00:21:25]: Not so much evals in the traditional sense, but specific to the testing part that has just gone in. I just added support for screenshots And in theory you can also do video. I need to put in a plugin to do that. But they do show up natively, and it was a very heavily requested feature, especially after Cursor’s recording came out. I think that was very enlightening for everyone of like, “Oh, this is a very good feature to actually have.”, I think with Devin you guys have had this for a while.
Swyx [00:21:57]: Oh, yeah. See how screenshots work. Yeah, I don’t know if there’s anything, super and not obvious. It’s like once what feature to build, you can just prompt it and it Will mostly work.
Walden [00:22:09]: I think to Walden’s point, though, the computer use is a subset of the larger testing problem, and I think that’s very specific to the code base that you’re working and it’s not something that, out of the box that you could just solve it. The-- you do need the code base context to actually know how to test it. And I think in the case of a background agent system, you fortunately do have that code base locally that what is changing and could then inspect it and use that to drive the model.
Swyx [00:22:40]: For those who haven’t seen it before, this is an example of how it works. You, after the PR is done, you click testing approved, and then it sends you back a video. What I really like is that it labels, It’s very small here, but it actually labels what it’s testing. And then it-- and then you actually see the cursor and everything. So I don’t know, yeah, the engineering in this, just Whatever you want to show. ‘cause this is like, this is one of those like, oh, few of the AGI moments, right? ‘cause Once I look at this, I actually don’t I wish I can just merge inside Of Slack instead of going to GitHub ‘cause I don’t need to see the code. I know it works.
Walden [00:23:19]: Maybe a new feature in Cursor. Yeah, the annotations at the bottom was also a big difference for me when I, when I added those.
Swyx [00:23:27]: It’s just like, what am I looking at? What are you trying to demonstrate?
Walden [00:23:30]: Exactly. There’s a surprisingly long tail of small details that ends up making a big difference for this end metric of like how fast do you actually merge the code in. One experience that we spent a lot of time tuning early on was what is the right experience on GitHub for these tools. Because I think, most tools out there when you build the agent, you’ll think about, oh, it’ll create the PR for you. We try to take that a step further and say, “Oh, what if we actually made sure you could interact Devin, with direct Devin directly on GitHub?” And so we made sure that you can comment on GitHub, and Devin would actually receive those comments and address them back. But there’s actually quite a bit of tuning you have to do here because you can imagine that actually like-We recently have Devin Review, for example. Devin Review will post comments on his own PR And then Devin has to then go
GitHub Workflows: Devin Review, Comments, and PR Automation
Swyx [00:24:23]: He answers his own comments, which is Really loopy. So like, yeah, I like that it just updates here that it’s, that I have commented But usually it’s just me saying like, “Hey, merged, fix any merge conflicts.”
Walden [00:24:37]: The, so when Devin fixes his own comments, you might be scared that, oh, maybe I’ll infinite loop. But we’ve put a lot of work into making sure it doesn’t, both by making sure that the comments are high signal, but also that the agent is thoughtful about what comments it immediately goes and tries to fix, and what comments it’s like, “Wait a second, I think you’re wrong.” Actually, that’s one of my favorite moments is when Devin tells me that I’m wrong, when I try to get it to do something different. But tuning that behavior, actually makes a big difference in terms of how useful the actual GitHub experience is.
Cole [00:25:06]: I think to touch on that as well, I think having the AI reviewer integrated into the system is a critical part of this background system. OpenInspect does have that. It has a GitHub code reviewer that you can control the prompt. It does do comments as well. It doesn’t do them automatically yet. The capability is there, but it’s not fully used.
Swyx [00:25:27]: So you have to ask for it?
Cole [00:25:28]: you do, yeah. You can tag it on GitHub, and then whatever you named your, GitHub bot, it will then follow up on it. It will then, if you have merge conflicts or whatever you have asked it to resolve, it will then resolve it, but it doesn’t do it automatically yet.
Integrations: Slack, MCP, and First-Party Agent Interfaces
Walden [00:25:42]: Well, I’m curious, what is, the most common thing that people end up requesting, that they still need on top of OpenInspect when you help them go implement it?
Cole [00:25:52]: I think a lot of it comes down to actually integrating it into the company. It’s one thing to have the background agent system set up, but if it isn’t actually integrated into your larger ecosystem, it isn’t that useful. It is useful to be able to kick off sessions, but what we really want to be able to do is hook it into all of our other systems, whether that is the production database with read-only credentials, the logs, a Confluence or internal knowledge-based system. I think that is where I see the huge leap for companies, and that can be a challenge for companies as well who are maybe not familiar with exactly how to approach it, especially if they’re in environments that have more compliance type things where, access control can be pretty big and how do you deliberately think about these problems, I find to be, one of the problems that comes with a system like this.
Walden [00:26:46]: The thing we found is So, MCPs, obviously it has been like this, really big explosion of, oh, you can go, integrate it with all these different things. But to actually get the integration right and the and get the right experience, oftentimes we found that we had to go build our own ad hoc things. I think Slack is a great example of this. You could give your agent a Slack MCP and okay, it can post messages back to you on Slack. But we actually use Devin like a coworker in Slack, and that’s how it’s been built from the ground up. But to do that, you actually need to, support webhooks that come back, right? And then Devin has to respond in a natural way and then hopefully don’t spam your threads too much and annoy the people in your company. So you got to tune that experience just right. Especially when there’s a lot of back and forths, we find that we actually have to go beyond the simple MCP integrations in these places.
Swyx [00:27:39]: I just pulled up the MCP marketplace. I know this is a Fair amount of work. Is the answer to eventually take first party control of all the top MCPs? Is that the
Walden [00:27:48]: I would love a world where you could have something that’s more expressive than MCP. That, goes both ways, not just a set of tools, but a proper system that interacts back and lets it Have the right experience with all these interfaces.
Swyx [00:28:03]: So there actually is sampling in the MCP spec, but nobody Uses it, right?
Walden [00:28:07]: And so I think that’s the other part is, actually we found that when the MCP spec starts to get too complicated, it starts to lose its original promise of Being like a simple one-step connect. Now then we have to go figure out how to support all these different variations of things and It starts to look a lot like just building the first party integrations in a lot of these cases now.
Cole [00:28:29]: I think it matters, too, how critical it is to your company, right? If this is something that nearly every session is going through, it probably makes sense to own it so that you can make optimizations on top of it Versus just whatever is off the shelf.
Swyx [00:28:43]: Awesome. Other than MCPs, what else, sorry, well, I don’t know if that’s Narrowing in too much on, integrations. But what else? What other elements of building OpenInspect or Devin that you guys really sink on?
Memory and Knowledge: What Agents Should Remember
Cole [00:28:59]: I think, a problem that comes up very frequently is this idea of memories or knowledge base.
Swyx [00:29:05]: Oh, boy. How do you solve it?
Cole [00:29:08]: so not solved yet, is the short answer.
Cole [00:29:11]: it’s something, there’s a open issue for it, someone asking about it.
Swyx [00:29:16]: There’s, I, D Wiki hasn’t indexed anything about memory yet.
Cole [00:29:20]: how I’m seeing it solved across my clients is primarily through skills. I find that skills can be a good gap within that or updating Claude MD, but I think memory as a whole is a pretty unsolved problem, and it is why I’ve been hesitant to add it. I think there is parts of memory and that can be addressed, but I think as a whole it’s a very difficult retrieval problem.
Swyx [00:29:44]: Oh my God. RAMP didn’t write anything about memory? I see zero search results.
Walden [00:29:50]: No. Memory can be quite tricky to get right because it’s the retrieval, but also the generation of the memories that can be really tricky. You don’t want it to just like Remember very specific details.
Swyx [00:29:59]: Walk us through the Devin memory journey because I know there’s been a journey.
Walden [00:30:03]: the first version of memory that like stuck around for a while was A system we have called Knowledge. And the idea was we wanted it to pick up things over time and not need the user to be proactive about teaching Devin things. So, okay, any time you remind Devin, “Wait, no, that’s not quite the way you’re supposed to use Git”Like, we actually want Devin to say, “Hey, do you want me to actually just remember this for the future?” And for you to just basically quickly approve or reject and for it to build up over time. ‘Cause I find that, 95%, I think, or some crazy stat like that of the memories that Devin has are all through these auto-generated things. Very few people actually just want to sit down and write big docs on Here’s how you’re supposed to work with the technology, et cetera. The generation and the retrieval has been something that we’ve been trying to tune a lot over the years. Generation, you don’t want it to remember something like, if you asked one time to like, “Oh, please open as a draft PR,” you don’t want to be like, “Oh, everyone forever now should get their PRs as draft PRs.” But you do want some, conveyor. Maybe you want to say like, “Oh, Cole generally likes, things to be created as draft PRs.” Same with retrieval, if you have thousands of these memories, how do you actually make sure they’re retrieved at the right time? And that can be quite tricky to do right without exploding the context with a bunch of useful yeah, useless information. Surprising amount of just, eval work to just make sure that, memory is, remains a reliable system as new models come and go.
Cole [00:31:31]: Do you have anything that you could share on, memory pruning? And like the temporal aspect of memory?
Swyx [00:31:36]: Deleting and forgetting?
Walden [00:31:39]: The, today, the, So the things they could do is it could edit memories. And so if your memory used to say like, “Oh, Cole likes to open everything as like a draft PR,” then you can imagine, “No, don’t do that.” And then it’ll say, “Oh, do you want me to update the memory to be Cole now want everything as, open PRs?” I think that at the same time we don’t know if this is going to be the final version of the system. Whatever we have here will probably, translate into the new system that we’ll be coming up with. But I think one big difference between two years ago and today is these agents are really good at using anything that resembles a file system natively. And so part of us are, is thinking, “Oh, should we rebuild memories to feel more like a file system that we let the agent navigate on its own?” That’s been an interesting exploration. Also similar ideas in the scale space.
Swyx [00:32:35]: I am pulling up OpenClaude’s memory thing right now. So memory, OpenClaude has like this like daily memory journal thing, right? And you can I mean, that is a file system you can grep through and is a source of truth. I don’t know if it’s the best. It’s probably super noisy, but at least, if you lose something you can discover it or you can apply some, forgetting algorithm to, more ancient memories that don’t get recalled again or something. I don’t know.
Walden [00:33:01]: One thing we’ve been trying to do to push the boundaries of how you use agents at your company is letting an agent basically have a very similar file, a memory.md or something, and just like be your permanent PM for a specific set of issues maybe. So we have like some Slack channels internally, maybe a Slack channel dedicated to, a specific product like DeepWiki maybe. And you can imagine that, or you want a Devin that never stops, it’s just always awake, but it has this like memory dock that it can just maintain for itself about, okay, what are like the number one priorities of what we have to fix and prioritize? Who is responsible for some upcoming work? Maybe they’ll even Devin will even tag you on some recurring basis. And so it’s been an interesting move to see, okay, how can we actually use Devin for more than just engineering? Can we actually upstream above the engineering process and maybe it’s just Devin creating tickets, which then maybe some humans do, but then maybe other Devins do.
Swyx [00:34:00]: One of my more fun automations is go research competitors and just suggest stuff to me on a weekly basis. That’s the automation. I can’t find it right now, but basically it just like, “Look at competitors and suggest things.” “And here are three things that you’ve suggested that I don’t want any more of,” and you just stick that in the prompts. But like I wish actually So for like when I, for example, when I reject a PR, I wish that it updated memory so that I can then just not have to go up, go back and update the scheduled, sync, but anyway, feature request.
Walden [00:34:31]: what? We might change it soon. I guess OpenInspect, in the time you’ve been around, has there been anything you tried to implement but then you had to like undo and like do a different way?
OpenInspect Architecture: Webhooks, Control Planes, and Agent State
Cole [00:34:41]: Nothing yet, but something that is on my mind. The initial way that I built it was that each of the integrations lives as its own package. And so you have The Slack bot, which is what’s handling the webhooks, and then is basically interacting with the control plane. As I’m seeing the system starting to be more integrated, specifically with the GitHub bot integration, I’m considering bringing that all into the central control plane because especially now I want to start, And a request that I’m getting is the ability to monitor, the actual, pull requests being merged, as well as just tracking of
Swyx [00:35:19]: What do I have open?
Cole [00:35:21]: What do I have open? How many of these are getting merged? How many comments are showing up? To just understand the health of the system. And so in the case of a GitHub app, you only have one webhook. And so then it’s a question of do I put that webhook in that GitHub bot package? That’s weird. It doesn’t really make sense to live there because that package is more for like the code reviewer. Or do I like centralize it? So that’s something that’s on my mind of, making that decision. I think the other one we touched on earlier is the harness in the box versus out of the box. I think long term the architecture will eventually come back out of the box. Some of the newer tools that I’ve added are calling back into the control plane so that you don’t have the secrets in the sandbox. And so I think long term I probably will pull the actual, agent out of the box, but I think for now it’s fine.
Subagents and Multi-Agent Systems: When Parallelism Helps or Hurts
Swyx [00:36:16]: Just, a quick question on pulling the agent out of the box. I’m One thing I’m very bullish on this year is agents calling other agents or spawning sub-agents or Whatever you want to call it. Does that make it harder or easier? I can’t tell. Because if the harness is in the box, you can just spin up more boxes. If the harness is outside the box, then you’re, it’s less easy because you are, you have a unicorn pet of a, of a harness that’s, living outside the box.
Cole [00:36:45]: In theory it would be the same way, right? Whether, one agent has launched many, sub-sessions within it, OpenInspect, for example, can launch sub-sessions and actually create other environments and then monitor them. In the case where it is out of the box, that would basically just be an additional session that’s running. And so that session is also running outside of the box. It’s running in your worker plane, wherever you’re running this. And then you really just have to think about how does your top level agent then interact with it. I do think it can be more complex, just ‘cause again, you have now a more difficult architecture. But I think if you figured it out once, it’s probably fine.
Swyx [00:37:26]: Well, then I’m just, throwing it open to you in terms of, I call this like meta Devin management. Which is like the, Devin’s calling Devins or Devin scheduling Devins or querying trajectories or anything like that. What have you built or unshipped, anything?
Cole [00:37:46]: I think one of the surprising things we’ve seen is that a lot of the ways that, these, separate agents work with each other, and you want them to, parallelize their work, has still mostly followed the same manager sub-agents regime. And a lot of people I think are excited about this world where you have swarms of agents that, talk with each other all over the place. We’ve actually given Devin an MCP so they can just go arbitrarily message other Devins And create new Devins, et cetera. But I guess, it somehow creates, a really chaotic world in that sense. And so we’ve still found that most practical use on a day-to-day basis has been one single Devin.
Cole [00:38:33]: Figuring out how to segregate the work and get, have other Devins work on it in, a relatively isolated sense, each with their own boxes Not sharing machines, so there’s, a very little room for conflict is the regime that you have to create today.
Swyx [00:38:50]: I’ll call out, the experiments from Cursor, right? This is Wilson Lin’s work on Single agent to multi-agent, and you’re obviously famously on the side of don’t build multi-agent. But they went through the whole thing, only to arrive at, this Which is exactly what Devin has, I think.
Cole [00:39:08]: I think there will be a revision to that post at some point About
Swyx [00:39:12]: Tell us about it
Cole [00:39:12]: I think multi-agents were very much not at all possible a year ago. You do see more multi-agent experiments today, but you can argue, are they really multi-agents, or are they just just, tool calls,? There are people who, will create sub-agents to go look for XYZ file, XYZ implementation. Has really nice context management benefits because all of the tool calls and tokens that it spends then get collapsed back to just the answer for the main agent. There’s a lot of benefits to doing this. We basically have Devin do this with Deep Bookie, make a call out to Deep Bookie, give you back the results, but that feels like a tool call,? It’s not like these, two collaborators actually talking back with each, back and forth with each other. But I think the thing that gives me the most bullishness that multi-agents might actually be possible is actually what I said earlier about Devin will actually sometimes tell me I’m wrong and push back, and I think that demonstrates a level of maturity and communication today that makes a multi-agent world possible. One, can two agents who have seen different information come back to each other and actually figure out who is right, what is the correct implementation? They’re not just, yes men. Claude, I guess is like, used to just say, what is it? “You’re right,” or,
Swyx [00:40:25]: “You’re absolutely right.”
Cole [00:40:26]: “You’re absolutely right.” Yeah.
Swyx [00:40:28]: The Have you seen, did you see
Cole [00:40:29]: The age is over
Swyx [00:40:30]: The Codex app troll in Topic? This is the Codex app. Inside of Settings, there’s a little, there’s a little Easter egg, right? So if you go to, the Themes or Appearance, right? There’s all these, color codes, and the top is absolutely, and it’s the Topic’s colors. Which is such a troll. Anyway.
Model Behavior: Pushback, Adversarial Prompts, and Agent Skepticism
Cole [00:40:53]: I love that Easter egg. Did you discover that yourself?
Swyx [00:40:54]: No, it was, someone was, tweeting about it And I was like, I was like, “Is this true?” Because, sometimes people just tweet stuff to, get a rise out of you. But yeah, there you go, in Topic colors.
Cole [00:41:06]: Yeah. So yeah, we’re out of this regime where, it just says you’re absolutely right, and they can have real conversations and real back and forths.
Swyx [00:41:13]: You can prompt it as well to be more adversarial or whatever. Yeah. Okay. Yeah, that, I mean, to me, that is more intelligence, right? That is not just something that’s, a dumb tool, it’s actually pushing back on you I think. Yeah.
Cole [00:41:24]: when you mentioned, of course, the blog posts. There was one blog they had where they fed a swarm of agents together and built a browser.
Swyx [00:41:34]: That was I think that was the one.
Cole [00:41:36]: You can have, like
Swyx [00:41:37]: I think it’s the same one
Cole [00:41:37]: Creation of it. We found a surprising success of, don’t do a swarm or anything, just have one Devin, it does its own context management. Just let it keep running for a while and give it some crazy tasks. I think we asked it to, rebuild, a Windows OS system. And it managed to do it just like, going on for long enough. It’s
Swyx [00:41:55]: Was this Andrew’s thing?
Cole [00:41:58]: there were lots of demos that we ended up not posting, ‘cause at some point we’d just be posting way too much a bunch of, Demos. But I love that because it shows that I think the multi-agent thing still has, a bit of exciting sexiness to it, which is maybe still beyond still, the actual delta it adds to the capabilities of these systems. But it’s absolutely the future. I think we’re heading in that direction and we can see the progress being made there already.
Swyx [00:42:25]: If I were to, make one super minor pushback because I don’t feel that confident about it yet
Cole [00:42:33]: Go for it
Swyx [00:42:33]: But I’ve had Ryan Lopopolo from OpenAI on the pod And he’s a super slop cannon, right? Oh my God, that’s my coding agent being done. I downloaded this, Peon Ping. I don’t know if you guys have heard this. It takes like-, sound packs from popular games like, Command and Conquer and Warcraft, and then it plays it whenever it’s done. And so it’s like, “Work,” or whatever, “At your command,” or something. Anyway, what I got from the Cursor code base and from Ryan’s thing was that there’s a slop cannon approach where you try to loosen the single agent’s, bottleneck, and I feel like that is, probably an, a very important thing to try to figure out. I don’t think anyone’s, really solved it. Because then you just have more reviewer slop on top of the agent slop To try to wrangle it all. Ryan will probably very strongly object that I say that he hasn’t solved it, but he thinks he’s He thinks he’s completely solved it. But I think it’s still I think it’s, very important, ‘cause, that is a bottleneck, right? I feel Devin is slow sometimes Because I’m like, well, yeah, this is very readable and very sensible, but also it is slower than it could be if I just, I want a button to just say, “Just ramp this up 1,000 next parallel, in parallel and just, see what happens,”? And I don’t know if that’s, feasible at some point in the future.
Code Review, Entropy, and AI Slop
Walden [00:43:55]: I And we’ve also run experiments internally where we’ve basically tried to build entire products, true products that we knew we would eventually ship, but for now, let’s try to see if we can do it just by purely, vibe coding on top of each other, auto merge, no code review at all. And then there’s this benchmark of how many weeks can you go onto this for Before you say, “We have the trashiest code base.”
Walden [00:44:18]: “Let’s actually rewrite it from scratch.”
Swyx [00:44:19]: Start a new factory, yeah. What’d you find?
Walden [00:44:21]: I think we found that the state-of-the-art in December was you can probably, run this for about two weeks. By the end of those two weeks, you’d find that, hey, you want to, change the color of a button. Well, it turns out this button is implemented in, 10 different places, and they, have All these different variations, and oh, you forgot one of them, and actually it’s a slightly different color in one spot. And you’re like, “Okay, this is too much to work with. Let’s actually try to do code review at the same time.” And make sure that we’re on top of our software, actually cleaning it up a bit And making sure it’s done in a scalable way.
Cole [00:44:54]: I think building on that, the idea of, you don’t have to look at code, I think is generally a bad idea. And the meme that I have for that
Walden [00:45:03]: What timeline, all right, is Do you think that statement will be true on?
Cole [00:45:06]: I think probably for a while it’ll be true that you should continue to look at your code. A problem that I see a lot of teams run into that I work with who are embracing AI native, AI first coding, is The meme that I have is that your code base regresses to your worst engineer, because that engineer who is, very gung-ho about AI and is not auditing their code, their pattern starts cementing into the code, and now the AI is referencing their patterns. And so now their if/else block that, is 20 if/elses back and forth, the AI is seeing that as the pattern of how things are done and starts to then exponentially grow this slop. And I find to your point, a pretty good approach to that is having scheduled cleanup, whether by humans or through systems, that are looking for duplication. They then address that. You’ll end up with like 12 helpers for how to format a date. And you need to address that, because otherwise it will continue to sprawl.
Swyx [00:46:09]: Within balance, I think it’s fine to have some duplication, and then sometimes To have garbage collection, right? Yeah. The What I’ve been, talking about with a lot of engineering leaders is that you want to be very strict about the boundaries between modules, and it’s your job as an architect, as a CTO, whatever, to say like, “Okay, here’s the hard contract between you guys and you guys. Whatever you do inside this black box is your business. You do whatever. But between these guys, let’s be, really damn clear, and any movement must be signed off by a human or me,” or. Then, and like that’s that. I don’t know if you have any other modifications or advice.
Walden [00:46:44]: Well, I guess generally on the topic of, where humans can be useful, I found that ‘cause, some of these, really deep infra problems, sometimes just having a human that just has, really deep expertise can make a big difference. I’ve actually seen this come into play when actually building agents. So we’ve had a few friends now, try building their own coding agents, and I think one same problem that I recurringly heard a lot of them run into was this problem of like, “Oh, Grep is really slow on our agents’ machines.” And so a lot of them, I assume because they’re using AI and they themselves don’t have, super deep infra background knowledge, say, “Okay, we’re going to go build our own custom Grep index. It’s going to be really fast,” and use that as a way around this problem. When we ran into this problem About like, maybe like a year and a half ago when we were, in the early days of building Devin, we obviously didn’t have AI then. We just asked our, how to, how to do this. You can just swap out a new Grep index, so.
Infrastructure Details: Grep, File Systems, and Sandboxes
Swyx [00:47:45]: What do you mean you hand-coded Devin? What?
Walden [00:47:48]: It’s like, can you believe we hand-wrote this code? And we had, our infra people who are really amazing, they were looking into it and they’re like, “Oh, what? We realized that actually the root cause of this problem is actually super simple, but like fine-grain detail,” which is that a lot of these virtual machines actually underlying them don’t use real file systems. They use these, network file systems where things are actually cached over the network actually in S3. So when you’re Grepping, you’re actually making network calls Every time you’re doing these things, and that’s why Grep is extremely slow on these machines. And so again, goes back to, what is all of the crazy infra work that we had to do to actually get these machines working. If you try to do this yourself, there are tons of small details like this, and so we had to eventually go swap out that network file system. But
Swyx [00:48:35]: I think there’s a write-up about it, right? Silas did one about the virtual file system.
Walden [00:48:38]: Oh, that was a whole other thing. The
Swyx [00:48:39]: Oh, that’s a different thing
Walden [00:48:40]: The BlockDev file storage format
Swyx [00:48:42]: I’ll bring it up
Walden [00:48:42]: Which is, a file system format that we built so that the VMs could be spun up and down very quickly. Basically, the intuition behind this is-Imagine you have, a terabyte of disk, and your agent only, wrote, a hundred lines of code on top of that disk. How long does it, say, take to, save and re-bring up that disk? And most systems, because you’re not optimizing for this case, it’s just, on the order of a terabyte of work because you have to Save all of that and bring it back up. In our system, we try to build a file system that incrementally builds on top of each other. So every time you save and bring the machine back up, you’re only doing work that is proportional to effectively the diff in the file system. And so this, shaves off a lot of time in the boot-up process of Devin. I think we This is actually now outdated. We have a newer system inside of Devin. But yeah, there’s a lot of tiny details you have to get right here to actually get the day-to-day experience of Devin to be good.
Swyx [00:49:39]: It’s, not technically agents, but it is agent infra, and when you sell an agent as a company, you sell agent plus agent infra.
Walden [00:49:46]: At least the way we do it be And the other The nice thing about having the agent infra being done together is, you We get to deploy Devin in whatever environment we want now. We don’t need to wait for some underlying infra provider to also go and support VPC or on-prem or FedGovCloud, for instance. So we can actually go and figure out, okay, since we own the infrastructure, how can we get that set up for you?
Cloud Providers: Modal, Daytona, and Enterprise Sandboxes
Swyx [00:50:12]: Whereas you’re Cloudflare dependent.
Cole [00:50:15]: so Cloudflare runs the control plane. The sandboxes, Modal is supported. A contributor just added Daytona. E2B is on the roadmap, and I think there’s an abstraction in place that if any contributor wants to add a new provider, they can add that in.
Walden [00:50:32]: Well, what are, How are the customers you work with Do they generally try to then go set up a contract with another one of these third-party providers? Do they try to do the VMs in-house?
Cole [00:50:44]: most of them I see using Modal. I think Modal has a great
Walden [00:50:48]: Shout out Modal.
Swyx [00:50:48]: Shout out Modal.
Cole [00:50:50]: I think Modal has a great offering. It captures all of the sandbox pieces you need, snapshots being a pretty big piece of that, and given that they also offer GPUs, I think it’s a pretty nice offering as a whole.
Swyx [00:51:04]: no debate there.
Walden [00:51:07]: Modal is great, especially, I think their container offering is, the most natural, and so especially if you are willing to, forego, the full VM requirements Modal is, a really vast place you can spin something up on.
Swyx [00:51:20]: Is there a point So Modal’s very Python, and I feel like most workload, has really shifted to JavaScript. I don’t know if you guys Get the same feeling. So, okay, when I started Landspace and IE and all these things, I was like 50/50 Python and JS, right? That’s roughly. I think that’s wrong now. I think JS has won. I don’t know if you guys Like, I Maybe I’m overstating it, and maybe for cognition, there’s, C# and Java and what have you. But for, new greenfield apps, do you feel that Do you get that sense? Does it matter?
Cole [00:51:52]: I think that most of the libraries that I see in this space are Python native first, especially in the
Cole [00:51:58]: Observability space. That said, I think that there is a pretty big appeal of having your entire system in one language. Especially when you have both your frontend and backend communicating, you can have one central type Which is very nice.
Swyx [00:52:11]: That’s my case against Modal, which is Then you have to run JS. You can run JS inside Modal. It’s just, one extra step That, isn’t native to the runtime. I don’t know if
Walden [00:52:22]: I don’t know
Swyx [00:52:23]: Reviews. Do you have numbers? I don’t know.
Walden [00:52:25]: the one thing I don’t like about Python is whenever AI, whenever it writes Python, it always does, the weirdest patterns, and
Swyx [00:52:32]: Oh, because it’s, mixing two and three or what?
Walden [00:52:34]: I think it’s something mixing two and three, yeah. The I don’t know if you see this. It always tries to do, has attribute on objects as like
Cole [00:52:41]: Oh, my God.
Walden [00:52:41]: But it’s like But that you shouldn’t be doing that. It should error if there was
Swyx [00:52:45]: Because it’s training on library code?
Cole [00:52:47]: I think it’s more of, like
Cole [00:52:48]: From what I’ve seen, it’s more of, a reward hacking mechanism where it doesn’t want to basically
Walden [00:52:54]: It’ll never error.
Cole [00:52:54]: It doesn’t want the code to fail. And so it Even when it knows it has the attribute, it’ll call getattr on a, and for a lot of my clients who have moved towards more autonomous coding, we’ve put that in as a lint rule That if you do getattr, your pull request is going to fail.
Slop Signatures: Comments, Backwards Compatibility, and Types
Swyx [00:53:12]: Ooh, this is a fun topic. Can you tell me more about this? What else is a sign of AI coding that you have to put guards in?
Walden [00:53:21]: So we were talking just before this about Opus 4.7. One of the things this new model likes to do is it writes lots of comments. Not like, it’ll, comment every line, but it’ll write, paragraph, PRDs, on top of every function. But I will say, to its credit, these aren’t slop, descriptions like they were before. “Oh, here’s what this function does.” It’s like, “Oh, here’s actually the reasoning and why we chose this approach and what the alternatives were and why we shouldn’t do those alternatives.” Still too much information, but I wonder if this actually might be directionally correct if you want systems that can self-maintain themselves in the long run.
Swyx [00:54:04]: Oh, they write the specs inline.
Walden [00:54:05]: Have all the context In the code as well. Yeah.
Swyx [00:54:07]: So you approve?
Walden [00:54:09]: I But at the same time, it’s this tricky problem. Maybe we’ll just give our users, a setting or something, for, how verbose you want it to be. I haven’t loved it. Honestly, I just I like the comment, but please, get rid of it. But I could, I could see a world where maybe something of the sort becomes reality. I don’t know If you guys know about GitAI. So
Swyx [00:54:32]: We’ve talked about it, yeah.
Walden [00:54:33]: GitAI, the idea behind it is
Swyx [00:54:34]: I’ll bring it up
Walden [00:54:35]: That if you run an agent, the actual prompts you send to the agent should be stored alongside the code inside the Git metadata so that future agents can reference it, maybe code review bots can reference it. And it’s ideal world where, your context for why decisions were made constantly lives aside, beside your code. And so it’s, maybe a more hidden version of this, write massive PRDs for every comment approach.
Swyx [00:55:01]: I’m waiting for the real bull case where we just get rid of Git altogether. We’re not I’m not, I’m not there yet, but I’m looking for it because that would be a big shift.
Cole [00:55:11]: On the topic of, visible slop, a pattern that I see a lot of across GPT models specifically is backwards compatibility, at all costs
Cole [00:55:21]: Where it’s doing these weird import exports so that it doesn’t have to modify, the names of where the modules were. And I’ve seen Claude 4.6 starting to do this as well.
Cole [00:55:33]: And again, I think it is this, reward hacking behavior where it doesn’t want failure to occur, and you can address that through, Semgrep or other tools where that behavior is pretty easy to identify. But it’s something that you only learn through the trade of just seeing code patterns. Untyped tuples are a really big problem of just, again, just throw any in there, dict string any. And again, you can address those through linting.
Local Testing, Mock Servers, and AI-Ready Codebases
Swyx [00:56:01]: Awesome. Yeah. Any other So, linting, any other tools? Devin Review, of course. Not so, not so free now, but still use it.
Walden [00:56:10]: Well, the one thing that I think we try to recommend teams as they use more AI agents, it goes back to this, local testing thing. In the end of the day, you want your agent to be able to do the full thing, not just write the code, but actually run it and test it. And a lot of code bases were not necessarily built for this from the start. For example, you probably do want a local DB setup, a local Docker Compose and Postgres in order to have it so that you don’t need to give your agent any crazy product credentials to actually run and test its code. We’ve also internally done a big shift to make a lot of our core, components of code testable as purely local dev without needing to actually, integrate with, any live services for this reason. And honestly, the older the company, the more you have to change to shift in this direction. But you can use AI to help you perform this migration nowadays.
Swyx [00:57:02]: The older, the older the company, the more you have to change in order to do local dev?
Walden [00:57:05]: I think so.
Swyx [00:57:06]: Or am I misunderstanding? So you’re saying
Walden [00:57:08]: Or often times
Swyx [00:57:08]: Most people just build with full integration to all their stuff, and there’s no code path to switch it to local.
Walden [00:57:14]: Especially in, when there’s, lots of different services and you have, microservice architecture, making that shift, the larger the code base, the harder it is. I guess if you did build it correctly from the very start, I think it’d be possible. But also, a lot There are a lot of companies in the world that got started before Docker was a thing, and so You’re forced to make a migration at some point.
Swyx [00:57:35]: Well, Devin’s good, very good at making mock servers. Right? So, And no, the Well, one of the projects that I really want to It’s like, it’s like Little Snitch. I don’t know if you guys have heard of this.
Cole [00:57:44]: I run Little Snitch on my computer.
Swyx [00:57:46]: It’s just like There’s, a man in the middle, but it, shows you all the traffic going back and forth. But then from there you can reconstruct the server, right? And then, and then, create local mocks so you can local mock everything if you just observe traffic for a little bit.
Cole [00:57:58]: That’s an interesting idea.
Swyx [00:58:01]: cool. I don’t know if this will get anywhere, but I wanted to maybe talk a little bit about the CloudCode, leak because usually if I have an Anthropic person on, I can’t talk about the CloudCode leak. Did you guys learn anything from CloudCode? I
Walden [00:58:19]: So if I say
Cole [00:58:19]: This is the first time I’ve seen it
Walden [00:58:19]: I was not that, interested in the Leak. We didn’t spend that much time on it
Walden [00:58:24]: If I was to say, but
Swyx [00:58:25]: I’m just, I’m just, fishing for
Cole [00:58:28]: no, I didn’t really,
Cole [00:58:29]: Research too much into it.
Windsurf, Local Agents, and Cloud Agents
Swyx [00:58:30]: Fair enough. Okay, one more last thing before we go. Windsurf 2.0, you guys shipped another thing. So The meta context is you use background agents enough, sometimes you’re going to want to bring them to foreground. And that little, hands-off from local to cloud is hard to work on. And then And Devin has Or Cognition has just done it.
Walden [00:58:50]: I think for me the biggest, gap this is trying to close is, again, how do you make the testing process as fast as possible? When it can test on its own and send you a video, it’s freaking magical. Sometimes there are just really difficult things you can that you do just need to, pull down locally. And we just want Windsurf to just be your, local command center of all your agents, your background ones, your local ones, and you can imagine, “Oh, okay, this agent needs me to review something. I’ll pull that down, move my other agents to the background, go test it. Okay, boom, done. On to the next one,” right? You have some issue you got to fix in the background, just click, approve. Okay, set up, start a background agent to go fix it. I’d love a world where I don’t have to leave this window. Then maybe the other window I got to figure out how to stop spending so much time into Slack, but maybe, someday We’ll want to get those tools all.
Swyx [00:59:38]: And does that require the binaries to be exactly the same for local versus cloud?
Walden [00:59:46]: So the funny thing here is that the behavior between local agents and cloud agents, I think is actually a bit different In their ideal state. I think local agents, you want them to be a bit more fast and let the user make the call on things. Actually don’t try to autonomously go test things. The background agent mode where you go start it off, I think the agent should just assume the next message I send a user should just have everything that the user needs from me and not run and stop Keep running and don’t stop until you have the testing Until you have full report.
Swyx [01:00:19]: So that’s a, that’s just a slightly different prompt.
Walden [01:00:20]: But for many reasons, because of all the work we do to make sure that Devin works with different Git providers, that it works with different, OS’s and VM’s, we want as much of that logic to be shared as possible. So for our own practical purposes, we try to share as much of it as possible.
Swyx [01:00:36]: Yeah. I mean, I can’t imagine how much work it is to, transition back and forth, so congrats on shipping this.
Swyx [01:00:45]: okay. Anything else that we should cover before we, wrap? Just whatever you guys were talking about in your lunch.
Walden [01:00:52]: maybe, use cases. What are your, do you find to be, the biggest things that your clients are trying to do with their cloud agents today?
Cole [01:00:59]: Do you want to just ask it again so we can get, a clean cut?
Swyx [01:01:02]: Because he was drinking his water. Yeah.
Walden [01:01:04]: The thing I wanted to talk about was use cases. What do you think are the main things that your clients come to you today about, “Hey, this is why we want to go set up cloud agents”?
Cole [01:01:15]: I think the easiest and most common use case I see across everyone is SRE use cases. The idea that whether we have our alerts in Slack or Datadog or wherever they’re going, we want the agent to be the first responder on that. And that doesn’t necessarily mean that the agent is actually resolving the issue, but just being able to collect that context ahead of time is huge. Because again, that agent is integrated into the production logs, the database. It has full visibility, and over time, playbooks as well for how to address certain issues. And so that’s a huge win for teams because instantly you can have a full trajectory of what is going on within the system, and oftentimes actually a pull request directly from that, which is a pretty neat flow to actually experience of, error pull request done. OpenInspect does support a trigger for that as well, so that could happen completely autonomously.
Swyx [01:02:09]: From Datadog specifically, or just
Use Cases: PMs, Support, Security, and SRE
Cole [01:02:11]: it supports Sentry, it supports a generic webhook, and if someone wants to add Datadog, they can. The other use cases that I see, are for non-builder use cases, whether that’s the PM or the marketing team. I’m seeing a lot of, teams where the idea of who’s actually contributing code is starting to change. And in a lot of cases, the PM, if there’s just a quick bug fix, the PM is not creating an issue anymore. The PM is just prompting through Slack, and the pull request is then being created. And so I think that’s a huge win. I think that trend will continue, where we’re seeing, code modifications happening outside of engineering. The last common use case that I see is customer support. And so where they’re experiencing an issue with a customer, they’re not entirely sure why this behavior is happening. Previously that world was, “Hey, there’s a bug when they tried to use this feature. We don’t know what’s going on.” Well, they’re now tagging that in Slack. Again, that entire full context is ready. They can then just tag in engineering and have a complete understanding of that issue and completely bypass the previous pain points of like, “Oh, can you get more information from them?”
Walden [01:03:24]: The only things I’d add on top of that I think I’ve seen is, continual security scanning Continual security review Is a very big one as well. The SRE use case, internally we think about it as auto triage Because we just want every message that comes in, and that’s an alert, that’s a bug report, to have Devin just start triaging it before anything else. And we’ve leaned into this use case so much though that we’ve basically tried to make it so that you don’t ever have to leave Slack to interact with this. So again, making the interactions with Devin super fluid from the moment the report comes in to it responds to a report and be able to ask it questions right there with full code-based context about all the issues. Very related to customer support as well, I think one thing that we found is CLIs can sometimes be, very difficult for people who aren’t technical to go and use. But an online chat interface that anyone can go and ask questions and is super intuitive and doesn’t assume you have any technical knowledge but does have access to all parts of your code base, super useful For support, for salespeople, anyone who might need to have their questions answered about the code base. So yeah, great callout.
Swyx [01:04:32]: This might potentially be, a very expensive, use case. Is there like a rule, sense, a rule of thumb on, how much people should spend on this? ‘Cause, you have unlimited budget, but not other people don’t,? I don’t know if this is an answerable question because obviously it depends on, a lot of factors. But I guess, like
Cole [01:04:51]: I think it depends really on, how people are using it. I think If people are using it responsibly and they’re getting value from it, then, you can kinda determine the budget. Common numbers that I hear are anywhere from 1,000 an engineer up to 5,000 an engineer. I have not heard anywhere in the realm of, 50,000 an engineer for a frame of reference.
Model Costs, Smart Routing, and Frontier Tradeoffs
Swyx [01:05:12]: We’ll get there.
Walden [01:05:13]: I’ve seen, I’ve seen numbers go that high for sure. I think that this is also I think going to be a big theme of the coming year, is we’re going to see very expensive, very smart frontier models, And we’re also going to see people who say, “ what? I don’t need the frontier anymore for a lot of the work I do,” because some frontier models actually are good enough For a lot of the work.
Swyx [01:05:36]: Also shout-out you pioneered Smartfind Which is a mix.
Walden [01:05:39]: I’m really interested in a world where you basically have hybrid frontier and subfrontier systems Where you use the subfrontier part to be really fast, really efficient, and call out to the frontier part of the system so that you can still get frontier performance for the most part.
Swyx [01:05:54]: I’m trying to search, but Twitter search is, completely broken. I, it’s, the from field is just completely gone. It’s very sad, Because I really want to
Walden [01:06:04]: No worries. I might have to make a new post at some point about the return of Smartfind.
Swyx [01:06:10]: Anthropic has now officially adopted it. Okay, cool. I think that’s it. It’s really great discussion and good, great having you guys on. Background agents are a thing now, and everyone’s building them. We, but we talked a lot about, the production concerns and like, well, why you would want to offer one architecture over the other. Yeah, lots to look forward to.
Walden [01:06:35]: There’s a real zeitgeist in the space right now I think, for companies to want to turn themselves into these autonomous coding factories. And yeah, we’re doing a lot to try to support that. And so, any listeners are welcome to come chat to us about that, whether using Devin or working with us.
Wrap-Up: Hiring, Consulting, and Agent Adoption
Swyx [01:06:51]: Hiring?
Swyx [01:06:53]: what, specifically, just like give like one profile that’s, very interesting.
Walden [01:06:58]: I think people underestimate the role of, really high-taste product engineers In this space right now.
Swyx [01:07:05]: And the test is, what have you shipped end to end that is A tasteful product.
Walden [01:07:10]: If you’ve shipped stuff that you think is tasteful and you’re, and you’re proud of, you should, you should come talk to us.
Cole [01:07:15]: For me, any businesses that are looking to further their engineering org, a lot of the consulting I do is around that. Teams who are maybe starting their AI journey, whether that’s with Cursor or Claude Code, but they’re looking for someone to help navigate them through the state-of-the-art and beyond just that initial deployment. As mentioned, there’s a lot of lift from you’ve deployed the background agent to how do we actually get this fully integrated into the company and really realizing the true value of that.
Swyx [01:07:45]: Okay. Well, thanks you guys for coming on.
Walden [01:07:47]: Thanks for having us.


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