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A mind-expanding conversation on how models actually work | Emmanuel Ameisen (Anthropic)

Emmanuel Ameisen is an interpretability researcher at Anthropic, where he looks inside LLMs like Claude to understand how they think. Before joining Anthropic, he spent years in applied ML at Stripe and Insight, and is the author of Building Machine Learning Powered Applications. His research has produced some of the most striking findings in the field: that models form general representations of concepts, plan many tokens ahead without stating those plans explicitly, and may exhibit something structurally similar to the distinction between conscious and unconscious processing in humans. *We discuss:* 1. Why the “next-token predictor” framing undersells how models actually plan and think 2. Why anthropomorphizing AI can actually be the right approach 3. Why models are “grown,” not built 4. What the “J space” reveals about model self-awareness 5. The smooth scaling curve behind what look like sudden capability jumps 6. How interpretability connects to AI alignment and safety *Brought to you by:* WorkOS—Make your app enterprise-ready, with SSO, SCIM, RBAC, and more: https://workos.com/lenny DX—Engineering intelligence for the AI era: https://getdx.com/?utm_source=lenny&utm_medium=sponsorship&utm_campaign=q42026 *Episode transcript:* https://www.lennysnewsletter.com/p/a-mind-expanding-conversation-on *Archive of all Lenny's Podcast transcripts:* https://www.dropbox.com/scl/fo/yxi4s2w998p1gvtpu4193/AMdNPR8AOw0lMklwtnC0TrQ?rlkey=j06x0nipoti519e0xgm23zsn9&st=ahz0fj11&dl=0 *Highlights:* https://lennyspodcast.com/mostreplayedmoments *Where to find Emmanuel Ameisen:* • X: https://x.com/mlpowered • LinkedIn: https://www.linkedin.com/in/ameisen • Website: https://www.mlpowered.com *Where to find Lenny:* • Newsletter: https://www.lennysnewsletter.com • X: https://twitter.com/lennysan • LinkedIn: https://www.linkedin.com/in/lennyrachitsky/ *In this episode, we cover:* (00:00) Introduction to Emmanuel Ameisen (01:30) Why AI models are grown, not built (05:57) Why next-token prediction is harder than it sounds (11:49) How models represent concepts and understand the world (17:06) How LLMs plan ahead (23:10) Could AI be conscious? (24:44) Scaling laws and the power of text (28:29) Why smooth progress creates sudden breakthroughs (32:59) Why watching AI isn’t enough to solve alignment (38:21) The Golden Gate Claude experiment (39:01) Why Anthropic takes AI safety seriously (42:06) When anthropomorphizing AI is useful (48:06) What AI can teach us about intelligence (51:44) Reasons for optimism about AI alignment (55:43) Are we living in a simulation? (59:00) Jev, decision models, and AI’s gut instincts (01:01:37) Two more surprising findings about how models think (01:03:33) How to get into interpretability research (01:04:55) Lightning round and final thoughts *Referenced:* • Chris Olah on X: https://x.com/ch402 • Distill: https://distill.pub • Ilya Sutskever on X: https://x.com/ilyasut • Tracing the thoughts of a large language model: https://www.anthropic.com/research/tracing-thoughts-language-model • A global workspace in language models: https://www.anthropic.com/research/global-workspace • Scaling Laws for Neural Language Models: https://arxiv.org/abs/2001.08361 • Head of Claude Code: What happens after coding is solved | Boris Cherny: https://www.lennysnewsletter.com/p/head-of-claude-code-what-happens • Claude’s Constitution: https://www.anthropic.com/constitution • Golden Gate Claude: https://www.anthropic.com/news/golden-gate-claude • The Rise and Fall of Agent Civilizations: The whole OpenAI/Hugging Face story in plain English: https://www.dwarkesh.com/p/openai-huggingface • The Utility of Interpretability — Emmanuel Ameisen, Anthropic: https://www.latent.space/p/circuit-tracing • Swyx on X: https://x.com/swyx • Jev for beginners: how to use it and what to build: https://www.lennysnewsletter.com/p/jev-for-beginners-how-to-use-it-and • Jev: https://typesafe.ai/blog/introducing-system-one-models-and-jev • What is System 1 and System 2 Thinking?: https://thedecisionlab.com/reference-guide/philosophy/system-1-and-system-2-thinking • Neuronpedia: https://www.neuronpedia.org • Obsession: https://www.imdb.com/title/tt37287335 • Bref 2 on Hulu: https://www.hulu.com/series/bref2-251c6388-18e9-4545-9e5d-d5f3f6bf20d7 • Apple Watch Ultra: https://www.apple.com/apple-watch-ultra-4 *Recommended books:* • A Brief History of Intelligence: Evolution, AI, and the Five Breakthroughs That Made Our Brains: https://www.amazon.com/dp/0063286343 • Stories of Your Life and Others: https://www.amazon.com/Stories-Your-Life-Others-Chiang/dp/1101972122 • Four Thousand Weeks: https://www.amazon.com/Four-Thousand-Weeks-Management-Mortals/dp/1250849357 _Production and marketing by https://penname.co/._ _For inquiries about sponsoring the podcast, email podcast@lennyrachitsky.com._ Lenny may be an investor in the companies discussed.

Lenny RachitskyhostEmmanuel Ameisenguest
Oct 18, 20261h 12mWatch on YouTube ↗

At a glance

WHAT IT’S REALLY ABOUT

Why LLMs seem like magic: grown systems with hidden plans

  1. Emmanuel Ameisen explains interpretability at Anthropic as the effort to decode what happens inside LLMs between input and output, where meaning is distributed across intermediate numerical activations.
  2. He argues that describing LLMs as mere next-token predictors is misleading at high performance levels, because accurate prediction pressures models to learn structured world knowledge and reusable concepts.
  3. The conversation details evidence that LLMs can internally plan ahead (e.g., for rhyming poetry) even while emitting text one token at a time, using hidden intermediate states as persistent scratchpads.
  4. Ameisen connects scaling laws to seemingly sudden product leaps, describing “emergence” as smooth capability gains crossing reliability thresholds that unlock new real-world uses like coding.
  5. On AI safety, he explains why observing behavior alone can miss internal non-verbalized goals or deception, and why interpretability plus tight training-feedback loops are central to alignment work at Anthropic.

IDEAS WORTH REMEMBERING

5 ideas

Modern LLMs are “grown,” not engineered line-by-line—so capability outpaces understanding.

Ameisen emphasizes that training optimizes millions/billions of parameters through exposure to data; the resulting internal “formulas” aren’t explicitly designed and aren’t directly readable like traditional code. This creates a gap between being able to build powerful systems and being able to explain why they behave the way they do.

Next-token prediction becomes world-modeling once you push accuracy high enough.

As models improve, the remaining errors concentrate in the hardest parts of text: deep factual dependencies, long-horizon coherence, domain reasoning, and tasks like coding or advanced math. Doing well on these requires something akin to building an internal model of the world, not just parroting frequent phrases.

LLMs often use concept representations that generalize across contexts—not just rote recall.

Interpretability work suggests models store reusable, context-invariant representations (e.g., “Texas,” “eye,” “capital”) that activate across different formats and languages. These representations can combine compositionally (e.g., “Texas” + “capital” → “Austin”), indicating more than surface-level memorization.

Token-by-token generation can still involve hidden, multi-step planning.

Even though output is generated one token at a time, internal activations can encode plans that later tokens repeatedly reference (e.g., deciding future rhymes like “-it” and selecting “rabbit”). The model doesn’t need to verbalize the plan for it to guide generation.

Alignment can fail silently: risky cognition may be internal and non-verbalized.

Ameisen argues that “watching outputs” isn’t sufficient because critical intent-like states may exist only in intermediate activations. Interpretability helps detect whether a model is compliant because it’s aligned—or merely because it suspects it’s being evaluated or monitored.

WORDS WORTH SAVING

5 quotes

One of the most important things to realize if you, like, use language models or think about them is just this, like, very bizarre fact that to make them is not to understand them.

— Emmanuel Ameisen

We do this incredibly simple thing. And yet we're at the point where it's breaking new ground in mathematics.

— Emmanuel Ameisen

I think maybe that's the main thing is, is I, I find that the more you look inside, the less certain you are about how they work.

— Emmanuel Ameisen

They write a line and then like in their intermediate results, they're like, "Oh, oh, oh, this is an it rhyme. I should rhyme it with rabbit."

— Emmanuel Ameisen

A lot of the sort of actions that, like, certainly the alignment team takes and, and I think, like, broadly Anthropic takes just kind of is predicated on, like, take the idea that this technology is going to keep improving seriously. Just that's it.

— Emmanuel Ameisen

Interpretability as “looking inside” activationsModels are grown via pretraining and fine-tuningNext-token prediction and world modelsConcept representations across contexts and languagesHidden planning and internal scratchpadsScaling laws and emergence as threshold effectsAlignment limits of behavior-only monitoring and the role of interpretability

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