Highly over-parameterized models can simultaneously memorize noisy labels and generalize well, yet how these behaviors coexist remains poorly understood. In this work, we investigate the underlying mechanisms of this coexistence using modular arithmetic tasks under heavy label noise. Through extensive experiments on two-layer neural networks, we find that larger models tend to generalize better under appropriate optimization and model configurations, while noisy labels are memorized faster than clean data. Over-parameterized models internally form a generalization structure, but its expression in the output is suppressed by the need to fit noisy labels. Remarkably, even with 80\% label noise, near-perfect test accuracy can be achieved by extracting this internal structure using frequency-based methods. We further propose a task-agnostic method to partition networks into generalization and memorization components. Although this subnetwork improves generalization, it is limited compared with frequency-based extraction, indicating that the generalization structure is distributed across neurons and motivating the development of new tools to retrieve generalizable knowledge from over-parameterized networks.

Diffusion models are central to modern generative modeling, and understanding how they balance memorization and generalization is critical for reliable deployment. Recent work has shown that memorization in diffusion models is shaped by training dynamics, with generalization and memorization emerging at different stages of training. However, deployed diffusion models are often further distilled, introducing an additional training phase whose impact on memorization is not well understood. In this work, we analyze how distillation reshapes memorization behavior in diffusion models, taking consistency distillation as a representative framework. Empirically, we show that when applied to a teacher model that has memorized data, consistency distillation significantly reduces transferred memorization in the student while preserving, and sometimes improving, sample quality. To explain this behavior, we provide a theoretical analysis using a random feature neural network model [Bonnaire et al., 2025], showing that consistency distillation suppresses unstable feature directions associated with memorization while preserving stable, generalizable modes. Our findings suggest that distillation can serve not only as an acceleration tool, but also as a mechanism for improving the memorization-generalization trade-off.

A key capability of modern neural networks is their capacity to simultaneously learn underlying rules and memorize specific facts or exceptions. Yet, theoretical understanding of this dual capability remains limited. We introduce the Rules-and-Facts (RAF) model, a minimal solvable setting that enables precise characterization of this phenomenon by bridging two classical lines of work in the statistical physics of learning: the teacher-student framework for generalization and Gardner-style capacity analysis for memorization. In the RAF model, a fraction $1 - \varepsilon$ of training labels is generated by a structured teacher rule, while a fraction $\varepsilon$ consists of unstructured facts with random labels. We characterize when the learner can simultaneously recover the underlying rule - allowing generalization to new data - and memorize the unstructured examples. Our results quantify how overparameterization enables the simultaneous realization of these two objectives: sufficient excess capacity supports memorization, while regularization and the choice of kernel or nonlinearity control the allocation of capacity between rule learning and memorization. The RAF model provides a theoretical foundation for understanding how modern neural networks can infer structure while storing rare or non-compressible information.

Memorization happens through the entire SSL encoder .