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We present CoDi-2, a versatile and interactive Multi-modal Large Language Model (MLLM) that can follow complex multimodal interleaved instructions, conduct in-context learning (ICL), reason, chat, edit, etc., in an any-to-any input-output modality paradigm. By aligning modalities with language for both encoding and generation, CoDi-2 empowers Large Language Models (LLMs) to not only understand complex modality-interleaved instructions and in-context examples, but also autoregressively generate grounded and coherent multimodal outputs in the continuous feature space. To train CoDi-2, we build a large-scale generation dataset encompassing in-context multi-modal instructions across text, vision, and audio. CoDi-2 demonstrates a wide range of zero-shot capabilities for multimodal generation, such as in-context learning, reasoning, and compositionality of any-to-any modality generation through multi-round interactive conversation. CoDi- 2 surpasses previous domain-specific models on tasks such as subject-driven image generation, vision transformation, and audio editing. CoDi-2 signifies a substantial breakthrough in developing a comprehensive multimodal foundation model adept at interpreting in-context language-vision-audio interleaved instructions and producing multimodal outputs.