Title: On Representation Learning Under Class Imbalance. Abstract: Unlike carefully curated academic benchmarks, real-world datasets are often highly class-imbalanced, involving training and test sets which contain few examples from certain minority classes. While there is a common understanding that neural network generalization is negatively impacted by imbalance, the source of this problem and its resolution are unclear.  Through extensive empirical investigation, we study foundational learning behaviors for various models such as neural networks, gradient-boosted decision trees, and SVMs across a range of domains and find that (1) contrary to conventional wisdom, re-balancing the training set to include a higher proportion of minority samples degrades performance on imbalanced test sets; (2) minority samples are hard to fit, yet algorithms which fit them, such as oversampling, do not improve generalization.  Motivated by the observation that re-balancing class-imbalanced training data is ineffective, we show that several existing techniques for improving representation learning are effective in this setting: (3) self-supervised pre-training is insensitive to imbalance and can be used for feature learning before fine-tuning on labels; (4) Bayesian inference is effective because neural networks are especially underspecified under class imbalance; (5) flatness-seeking regularization pulls decision boundaries away from minority samples, especially when we seek minima that are particularly flat on the minority samples’ loss.