Recent speech language models rely on encoders that are optimized separately from autoregressive models. Since these encoders are unaware of the downstream objectives, the extracted representations may not be optimal for downstream tasks. To address this limitation, we introduce a discrete latent variable model on mel spectrograms that jointly optimizes the encoder and the speech language model. Joint optimization not only brings improvements over codec-based and other mel-spectrogram-based baselines on zero-shot Text-to-Speech (TTS) and Speech-to-Text (STT) tasks, but also effectively alleviates common issues in autoregressive mel spectrogram modeling, such as prolonged silence generation and word omissions. Samples are available at the [demo page](https://anonymous29300909.github.io/anonymous2930-demo/).

We introduce PersonaLM - Domain-distributed Span-Aggregated K-nearest N-gram retrieval augmentation to improve language modeling for Automatic Speech Recognition (ASR) personalization. PersonaLM leverages contextually similar n-gram word frequencies for recognizing rare word patterns associated with unseen domains. It aggregates the next-word probability distribution based on the relative importance of different domains to the input query. To achieve this, we propose a Span Aggregated Group-Contrastive Neural (SCAN) retriever that learns to rank external domains/users by utilizing a group-wise contrastive span loss that pulls together span representations belonging to the same group while pushing away spans from unrelated groups in the semantic space. We propose ASAP benchmark for ASR LM personalization that consists of three user-specific speech-to-text tasks for meetings, TED talks, and financial earnings calls. Extensive experiments show that PersonaLM significantly outperforms strong baselines with a 10-16% improvement in perplexity and a 5-8% reduction in Word Error Rates on popular Wikitext-103, UserLibri, and our ASAP dataset. We further demonstrate the usefulness of the SCAN retriever for improving user-personalized text generation and classification by retrieving relevant context for zero-shot prompting and few-shot fine-tuning of LLMs by 7-12% on the LAMP benchmark.