Title: Sparse Upcycling: Training Mixture-of-Experts from Dense Checkpoints. Abstract: Training large, deep neural networks to convergence can be prohibitively expensive. As a result, often only a small selection of popular, dense models are reused across different contexts and tasks. Increasingly, sparsely activated models, which seek to decouple model size from computation costs, are becoming an attractive alternative to dense models. Although more efficient in terms of quality and computation cost, sparse models remain data-hungry and costly to train from scratch in the large scale regime. In this work, we propose sparse upcycling -- a simple way to reuse sunk training costs by initializing a sparsely activated Mixture-of-Experts model from a dense checkpoint. We show that sparsely upcycled T5 Base, Large, and XL language models and Vision Transformer Base and Large models, respectively, significantly outperform their dense counterparts on SuperGLUE and ImageNet, using only ~50% of the initial dense pretraining sunk cost. The upcycled models also outperform sparse models trained from scratch on 100% of the initial dense pretraining computation budget.