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ChatGPT on Your Own Terms: Building Your Own Language Model
Latest   Machine Learning

ChatGPT on Your Own Terms: Building Your Own Language Model

Last Updated on July 25, 2023 by Editorial Team

Author(s): Anay Dongre

Originally published on Towards AI.

This article showcases how you can build your own version of ChatGPT using PyTorch. We are not going to be able to reproduce the exact replica of chatGPT as it is a production-level system trained on a very big chunk of the internet with various pre-training and fine-tuning stages. What I would like to focus on is just the transformer-based language model or the underlying logic behind the chatGPT. And in our case, it’s going to be a character-based language model. Because of the vast amount of data on the internet, it is practically impossible for me to train the model on the entire data available on the internet. So, I’m going to train the model on a toy dataset that comprises all of Shakespeare’s work. You can use your own arbitrary text dataset. Before beginning with the implementation of a transformer-based language model, it is important to understand the theory behind it. You can directly view the code on GITHUB

Introduction to Transformer-Based Language Model: The transformer architecture was first introduced in the paper "Attention is All You Need" by Google researchers in 2017.

A transformer-based language model is a type of neural network architecture that is used for natural languages processing tasks such as language translation, text summarization, and language generation. The key innovation of the transformer architecture is the attention mechanism, which allows the model to weigh the importance of different parts of the input when making predictions.

Architecture: The architecture of a transformer-based language model typically consists of the following components: Embedding Layer, Encoder, Decoder, Output Layer

  • Embedding Layer→The first step in processing the input is to map the words in the input sentence to a high-dimensional vector representation, known as word embeddings. These embeddings are learned during the training process and capture the semantic and syntactic properties of the words.
  • Encoder→ The encoder is a stack of multiple layers, each of which is composed of two sub-layers: a multi-head self-attention mechanism and a feed-forward neural network. The self-attention mechanism allows the model to weigh the importance of different parts of the input when making predictions. The feed-forward neural network applies a non-linear transformation to the input.
  • Decoder→ The decoder is also a stack of multiple layers, similar to the encoder. The decoder also uses a multi-head self-attention mechanism and a feed-forward neural network in each layer. The decoder uses the encoder's output to generate the final output.
  • Output Layer→ The final output is generated by applying a linear transformation to the output of the last layer of the decoder.

We are only going to implement a decoder-only transformer. We are not going to implement the encoder and cross-attention. Our transformer will only have self-attention and Feed Forward NN. The reason why it’s a decoder only is because it generates text unconditionally on anything.

Let’s get started with the implementation part:

  • Input → I’m going to use a dataset that contains all of Shakespeare's work and has a size of 1MB. This can be downloaded from here. What we are going to do is model how these characters follow each other. For example, we select a chunk of characters from the dataset as contexts and pass it on to the transformer model and predict the next character based on the previous chunk of characters.
  • Code → Reading the input.txt and importing necessary libraries with setting up the hyperparameters. If you have a GPU, you can directly train on ‘cuda’.
import torch
import torch.nn as nn
from torch.nn import functional as F

# hyperparameters
batch_size = 64 # how many independent sequences will we process in parallel?
block_size = 256 # what is the maximum context length for predictions?
max_iters = 5000
eval_interval = 500
learning_rate = 3e-4
device = 'cuda' if torch.cuda.is_available() else 'cpu'
eval_iters = 200
n_embd = 384
n_head = 6
n_layer = 6
dropout = 0.2
# ------------


with open('input.txt', 'r', encoding='utf-8') as f:
text =

## Here are all the unique characters in a text

chars = sorted(list(set(text)))
vocab_size = len(chars)

Tokenization Process using encoder and decoder

# create a mapping from characters to integers
stoi = { ch:i for i,ch in enumerate(chars) }
itos = { i:ch for i,ch in enumerate(chars) }
encode = lambda s: [stoi[c] for c in s] # encoder: take a string, output a list of integers
decode = lambda l: ''.join([itos[i] for i in l]) # decoder: take a list of integers, output a string

Splitting the dataset into training and testing. 90% of the dataset will be used for training, and the rest will be used for the validation dataset.

# Train and test splits
data = torch.tensor(encode(text), dtype=torch.long)
n = int(0.9*len(data)) # first 90% will be train, rest val
train_data = data[:n]
val_data = data[n:]

Data Loading: Every time we are going to feed inputs to the transformer, we are going to have many batches of multiple chunks of text that are stacked up in a single tensor. It is done for efficiency as GPUs are very good at the parallel processing of data. The 1-dimensional arrays are going to be stacked up to form a 4×8 tensor.

def get_batch(split):
# generate a small batch of data of inputs x and targets y
data = train_data if split == 'train' else val_data
ix = torch.randint(len(data) - block_size, (batch_size,))
x = torch.stack([data[i:i+block_size] for i in ix])
y = torch.stack([data[i+1:i+block_size+1] for i in ix])
x, y =,
return x, y

Next is the loss estimation function, which will be used to calculate loss at each iteration.

def estimate_loss():
out = {}
for split in ['train', 'val']:
losses = torch.zeros(eval_iters)
for k in range(eval_iters):
X, Y = get_batch(split)
logits, loss = model(X, Y)
losses[k] = loss.item()
out[split] = losses.mean()
return out

Class Head is the real crux of self–attention. (B, T, C) are three parameters i.e., Batch_size, Time, and Channels. In the self-attention mechanism, the input is first transformed using a set of linear transformations, also known as queries, keys, and values. The attention weights are then calculated by taking the dot product of the queries and keys, and passing the result through a softmax function. The self-attention mechanism allows the model to selectively focus on the most relevant parts of the input and capture the long-term dependencies between input elements.

class Head(nn.Module):
""" one head of self-attention """

def __init__(self, head_size):
self.key = nn.Linear(n_embd, head_size, bias=False)
self.query = nn.Linear(n_embd, head_size, bias=False)
self.value = nn.Linear(n_embd, head_size, bias=False)
self.register_buffer('tril', torch.tril(torch.ones(block_size, block_size)))

self.dropout = nn.Dropout(dropout)

def forward(self, x):
B,T,C = x.shape
k = self.key(x) # (B,T,C)
q = self.query(x) # (B,T,C)
# compute attention scores ("affinities")
wei = q @ k.transpose(-2,-1) * C**-0.5 # (B, T, C) @ (B, C, T) -> (B, T, T)
wei = wei.masked_fill(self.tril[:T, :T] == 0, float('-inf')) # (B, T, T)
wei = F.softmax(wei, dim=-1) # (B, T, T)
wei = self.dropout(wei)
# perform the weighted aggregation of the values
v = self.value(x) # (B,T,C)
out = wei @ v # (B, T, T) @ (B, T, C) -> (B, T, C)
return out

Multi-head attention is multiple heads of self-attention running in parallel simultaneously. In Pytorch, we can do this by simply creating multiple heads. You can add whatever number of heads you want, and all these heads take in head_size as their parameter. We simply concatenate the outputs over channel dimensions.

Figure 2. Regular Self-Attention vs Multi-head Attention
class MultiHeadAttention(nn.Module):
""" multiple heads of self-attention in parallel """

def __init__(self, num_heads, head_size):
self.heads = nn.ModuleList([Head(head_size) for _ in range(num_heads)])
self.proj = nn.Linear(n_embd, n_embd)
self.dropout = nn.Dropout(dropout)

def forward(self, x):
out =[h(x) for h in self.heads], dim=-1)
out = self.dropout(self.proj(out))
return out

You can see some of the components of the transformer network have been implemented, but the Feed-Forward Neural Network component isn’t. The next module/component is a regular Feed-Forward Neural Network.

class FeedFoward(nn.Module):
""" a simple linear layer followed by a non-linearity """

def __init__(self, n_embd):
super().__init__() = nn.Sequential(
nn.Linear(n_embd, 4 * n_embd),
nn.Linear(4 * n_embd, n_embd),

def forward(self, x):
Block is the entire transformer except for the cross-attention/
class Block(nn.Module):
""" Transformer block: communication followed by computation """

def __init__(self, n_embd, n_head):
# n_embd: embedding dimension, n_head: the number of heads we'd like
head_size = n_embd // n_head = MultiHeadAttention(n_head, head_size)
self.ffwd = FeedFoward(n_embd)
self.ln1 = nn.LayerNorm(n_embd)
self.ln2 = nn.LayerNorm(n_embd)

def forward(self, x):
x = x +
x = x + self.ffwd(self.ln2(x))
return x

Our outputs are ready. Let's start by feeding them into the neural network. I have implemented one of the simplest neural networks in the case of language modeling which is ‘The Bigram Language Model’. A bigram language model is a type of statistical language model that is trained to predict the next word in a sequence based on the previous two words. Bigram models are an extension of unigram models. This is the last piece of code we need to train our language model.

# super simple bigram model
class BigramLanguageModel(nn.Module):

def __init__(self):
# each token directly reads off the logits for the next token from a lookup table
self.token_embedding_table = nn.Embedding(vocab_size, n_embd)
self.position_embedding_table = nn.Embedding(block_size, n_embd)
self.blocks = nn.Sequential(*[Block(n_embd, n_head=n_head) for _ in range(n_layer)])
self.ln_f = nn.LayerNorm(n_embd) # final layer norm
self.lm_head = nn.Linear(n_embd, vocab_size)

def forward(self, idx, targets=None):
B, T = idx.shape

# idx and targets are both (B,T) tensor of integers
tok_emb = self.token_embedding_table(idx) # (B,T,C)
pos_emb = self.position_embedding_table(torch.arange(T, device=device)) # (T,C)
x = tok_emb + pos_emb # (B,T,C)
x = self.blocks(x) # (B,T,C)
x = self.ln_f(x) # (B,T,C)
logits = self.lm_head(x) # (B,T,vocab_size)

if targets is None:
loss = None
B, T, C = logits.shape
logits = logits.view(B*T, C)
targets = targets.view(B*T)
loss = F.cross_entropy(logits, targets)

return logits, loss

def generate(self, idx, max_new_tokens):
# idx is (B, T) array of indices in the current context
for _ in range(max_new_tokens):
# crop idx to the last block_size tokens
idx_cond = idx[:, -block_size:]
# get the predictions
logits, loss = self(idx_cond)
# focus only on the last time step
logits = logits[:, -1, :] # becomes (B, C)
# apply softmax to get probabilities
probs = F.softmax(logits, dim=-1) # (B, C)
# sample from the distribution
idx_next = torch.multinomial(probs, num_samples=1) # (B, 1)
# append sampled index to the running sequence
idx =, idx_next), dim=1) # (B, T+1)
return idx

model = BigramLanguageModel()
m =
# print the number of parameters in the model
print(sum(p.numel() for p in m.parameters())/1e6, 'M parameters')

# create a PyTorch optimizer
optimizer = torch.optim.AdamW(model.parameters(), lr=learning_rate)

for iter in range(max_iters):

# every once in a while evaluate the loss on train and val sets
if iter % eval_interval == 0 or iter == max_iters - 1:
losses = estimate_loss()
print(f"step {iter}: train loss {losses['train']:.4f}, val loss {losses['val']:.4f}")

# sample a batch of data
xb, yb = get_batch('train')

# evaluate the loss
logits, loss = model(xb, yb)

# generate from the model
context = torch.zeros((1, 1), dtype=torch.long, device=device)
print(decode(m.generate(context, max_new_tokens=500)[0].tolist()))
#open('more.txt', 'w').write(decode(m.generate(context, max_new_tokens=10000)[0].tolist()))
  • Output→ After training our model, the following output is generated.
0.209729 M parameters
step 0: train loss 4.4116, val loss 4.4022
step 100: train loss 2.6568, val loss 2.6670
step 200: train loss 2.5090, val loss 2.5058
step 300: train loss 2.4198, val loss 2.4340
step 400: train loss 2.3503, val loss 2.3567
step 500: train loss 2.2970, val loss 2.3136
step 600: train loss 2.2410, val loss 2.2506
step 700: train loss 2.2062, val loss 2.2198
step 800: train loss 2.1638, val loss 2.1871
step 900: train loss 2.1232, val loss 2.1494
step 1000: train loss 2.1020, val loss 2.1293
step 1100: train loss 2.0704, val loss 2.1196
step 1200: train loss 2.0382, val loss 2.0798
step 1300: train loss 2.0249, val loss 2.0640
step 1400: train loss 1.9922, val loss 2.0354
step 1500: train loss 1.9707, val loss 2.0308
step 1600: train loss 1.9614, val loss 2.0474
step 1700: train loss 1.9393, val loss 2.0130
step 1800: train loss 1.9070, val loss 1.9943
step 1900: train loss 1.9057, val loss 1.9871
step 2000: train loss 1.8834, val loss 1.9954
step 2100: train loss 1.8719, val loss 1.9758
step 2200: train loss 1.8582, val loss 1.9623
step 2300: train loss 1.8546, val loss 1.9517
step 2400: train loss 1.8410, val loss 1.9476
step 2500: train loss 1.8167, val loss 1.9455
step 2600: train loss 1.8263, val loss 1.9401
step 2700: train loss 1.8108, val loss 1.9340
step 2800: train loss 1.8040, val loss 1.9247
step 2900: train loss 1.8044, val loss 1.9304
step 3000: train loss 1.7963, val loss 1.9242
step 3100: train loss 1.7687, val loss 1.9147
step 3200: train loss 1.7547, val loss 1.9102
step 3300: train loss 1.7557, val loss 1.9037
step 3400: train loss 1.7547, val loss 1.8946
step 3500: train loss 1.7385, val loss 1.8968
step 3600: train loss 1.7260, val loss 1.8914
step 3700: train loss 1.7257, val loss 1.8808
step 3800: train loss 1.7204, val loss 1.8919
step 3900: train loss 1.7215, val loss 1.8788
step 4000: train loss 1.7146, val loss 1.8639
step 4100: train loss 1.7095, val loss 1.8724
step 4200: train loss 1.7079, val loss 1.8707
step 4300: train loss 1.7035, val loss 1.8502
step 4400: train loss 1.7043, val loss 1.8693
step 4500: train loss 1.6914, val loss 1.8522
step 4600: train loss 1.6853, val loss 1.8357
step 4700: train loss 1.6862, val loss 1.8483
step 4800: train loss 1.6671, val loss 1.8434
step 4900: train loss 1.6736, val loss 1.8415
step 4999: train loss 1.6635, val loss 1.8226
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  1. Vaswani, Ashish, et al. "Attention is all you need." Advances in neural information processing systems 30 (2017).
  2. Dongre, Anay21110. “Machine-Learning-Collection/input.txt at Main · Anay21110/Machine-Learning-Collection.” GitHub,
  3. Andrej Karpathy. “Let’s Build GPT: From Scratch, in Code, Spelled Out.” YouTube, 17 Jan. 2023,

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