Title: Massively Scaling Heteroscedastic Classifiers. Abstract: Heteroscedastic classifiers, which learn a multivariate Gaussian distribution over prediction logits, have been shown to perform well on image classification problems with hundreds to thousands of classes. However, compared to standard classifiers, they introduce extra parameters that scale linearly with the number of classes. This makes them infeasible to apply to larger-scale problems. In addition heteroscedastic classifiers introduce a critical temperature hyperparameter which must be tuned. We propose HET-XL, a heteroscedastic classifier whose parameter count when compared to a standard classifier scales independently of the number of classes. In our large-scale settings, we show that we can remove the need to tune the temperature hyperparameter, by directly learning it on the training data. On large image classification datasets with up to 4B images and 30k classes our method requires 14X fewer additional parameters, does not require tuning the temperature on a held-out set and performs consistently better than the baseline heteroscedastic classifier. HET-XL improves ImageNet 0-shot classification in a multimodal contrastive learning setup which can be viewed as a 3.5 billion class classification problem.