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Foundation Models Overview: Linear Probes, Fine-Tuning, and LoRA

Aug 22, 2026 1 min
TL;DR Chapter 15 compares linear probing, full fine-tuning, and LoRA—not only by trainable parameter count, but by representation movement, data needs, and memory cost.
Table of Contents
  1. Why pretrain first and adapt later
  2. Linear probes and full fine-tuning
  3. LoRA learns a low-rank update
  4. Assumptions and limits
  5. Connection to adjacent chapters
  6. Exercise
  7. References

🌏 中文版

This article reads Chapter 15, printed pages 191–195, of the 2026 CS229 main notes. It is a chapter guide to the current public notes, not a reconstruction of any quarter's recordings or lecture schedule. The goal is to explain the derivational spine and practical choices, not reproduce every proof.

Why pretrain first and adapt later

A foundation model is not one model that magically solves every downstream problem. It first learns reusable parameters from broad data, then adapts with a smaller task-specific dataset. For pretraining samples (x_1,\dots,x_n), the generic objective is

[ L_{\mathrm{pre}}(\theta)=\frac{1}{n}\sum_{i=1}^{n}\ell_{\mathrm{pre}}(x_i,\theta). ]

Here (\theta) denotes model parameters and (\ell_{\mathrm{pre}}) may be next-token prediction or another self-supervised loss. Afterward, the model may be used zero-shot or few-shot, or its parameters may be adapted.

Linear probes and full fine-tuning

Let (\phi_{\hat\theta}(x)) be the representation from a pretrained model. A linear probe freezes (\hat\theta) and learns only a head (w):

[ \min_w \frac{1}{m}\sum_{i=1}^{m}\ell\bigl(y_i,w^\top\phi_{\hat\theta}(x_i)\bigr). ]

This tests whether the frozen representation already exposes the task signal through a linear boundary. It is cheap and diagnostically useful. Full fine-tuning instead updates both (w) and (\theta). That adds capacity, but with limited data it can distort useful pretrained features or fit the training distribution too closely.

LP-FT first trains the linear probe, then uses it to initialize full fine-tuning. The head starts in a sensible region before the representation moves, which can reduce needless feature distortion. When abundant unlabeled in-domain data exists, continued pretraining can precede supervised adaptation.

LoRA learns a low-rank update

LoRA freezes the original matrix (W_0) and constrains its update to (\Delta W=BA):

[ h=W_0x+\frac{\alpha}{r}BAx, ]

where (A\in\mathbb{R}^{r\times d_{in}}), (B\in\mathbb{R}^{d_{out}\times r}), and rank (r) is small. The trainable count becomes (r(d_{in}+d_{out})), rather than (d_{out}d_{in}). Multiple tasks can share (W_0) and swap compact adapters.

The low-rank constraint applies to the update, not necessarily the merged final weight. LoRA reduces gradients and optimizer state substantially, but the base model must still be loaded; activation memory and forward compute do not fall by the same ratio automatically.

Assumptions and limits

  • A linear probe assumes the needed signal is already encoded and linearly accessible.
  • Full fine-tuning is more expressive, but raises cost, overfitting, and forgetting risk.
  • LoRA assumes an effective update can be approximated in a low-rank subspace; too small a rank constrains adaptation.
  • Continued pretraining is usually more valuable when its domain data better matches the downstream task; a mismatched distribution may consume substantial compute without improving downstream performance.

Connection to adjacent chapters

Chapter 14 showed how a diffusion model can be trained as a generative model. This chapter extracts the broader pretrain-then-adapt pattern. Chapter 16 asks how representations become useful for classification, retrieval, and RAG in the first place.

Exercise

For a (4096\times4096) weight matrix and LoRA rank (r=16), calculate the trainable parameter counts and ratio for full fine-tuning versus LoRA. Then explain why that ratio is not also the reduction in inference memory or computation.

References