Do VLMs Need Vision Transformers? Evaluating State Space Models as Vision Encoders

Vision-language models (VLMs) are increasingly used in multi-image, multi-turn agentic settings where decisions depend on visual changes. However, in existing open-weight VLMs, visual comparisons happen only inside the language model, while the visual encoder itself remains stateless: each image is encoded independently, without access to the prior visual context. As a result, small but task-critical changes may be attenuated before the language model has a chance to compare them, especially when those changes do not affect the high-level semantics of the scene. We introduce a Stateful Visual Encoder, which conditions each visual representation on prior visual features. Under supervised finetuning, VLMs equipped with stateful encoders achieve consistent improvements on controlled tasks involving cross-image spatial aggregation, multi-object visual differencing, and visual trajectory behavior cloning. These improvements are consistent across input resolutions, language model sizes, and VLM backbones. Finally, we validate our model on real-world tasks, including longitudinal radiology, fine-grained image comparison, and remote sensing, where stateful encoders consistently improve generalist VLM baselines and can match or surpass specialized models in selected domains. Project page: https://statefulvisualencoders.github.io/

Vision-Language Models (VLMs) have rapidly advanced by leveraging powerful pre-trained Large Language Models (LLMs) as core reasoning backbones. As new and more capable LLMs emerge with improved reasoning, instruction-following, and generalization, there is a pressing need to efficiently update existing VLMs to incorporate these advancements. However, the integration of new LLMs into VLMs, particularly how the evolving LLMs contribute to multimodal reasoning, alignment, and task-specific performance remains underexplored. Addressing this gap is important for VLM development, given the rapid evolution of pretrained LLM backbones. This study presents a controlled and systematic investigation of how changes in the pretrained LLM backbone affect downstream VLM task performance. By having the vision encoder, training data, and post-training algorithm remain same across LLAMA-1, LLAMA-2, and LLAMA-3 based VLMs, we find that newer LLM backbones do not always lead to better VLMs, but the performance depends on the downstream VLM task. For example, in visual question and answering tasks, newer LLM backbones tend to solve different questions rather than just more questions, and our analysis shows this is driven by differences in how the models process information, including better calibrated confidence and more stable internal representations. We also find that some VLM capabilities appear only in the newest LLM generation, while tasks that depend mainly on visual understanding see little benefit from a newer LLM backbone.

Choosing the right large language model (LLM) backbone is the most consequential decision when building a vision-language model (VLM), yet it remains fundamentally unprincipled: compute-based scaling laws fail to generalize across model families, and no framework exists for directly predicting VLM performance before training begins. We propose the Capability-Driven Multimodal Scaling Law, the first cross-family framework that predicts VLM benchmark accuracy from directly observable textual capability. Given a low-dimensional capability score $S$ extracted from LLM textual benchmarks via PCA, we model VLM performance as a function of $S$, with a per-backbone transfer rate and an absorption rate that quantifies data-scaling efficiency. To fit and validate the framework, we train over 150 VLMs on 34 LLMs spanning 7 model families under a strictly controlled recipe. Evaluations on more than 200 textual and 50 multimodal benchmarks show that the law accurately extrapolates transfer rate from models up to 8B parameters to 72B-scale backbones, predicts full VLM training trajectories with high fidelity, and generalizes to entirely held-out model families. Beyond the scaling law, our analysis surfaces actionable insights: certain textual benchmarks negatively correlate with multimodal performance, exposing latent benchmark-gaming behavior; base LLMs outperform instruction-tuned counterparts as VLM backbones due to higher absorption rates and lower data-scaling decay; and different model families occupy distinct positions in the transfer--absorption space. The framework turns backbone selection from costly empirical sweeps into a principled, quantitative decision. Code and data are available at https://github.com/wangq-dev/CDMScaling.