Abstract: Humans learn language by listening, speaking, writing, reading, and also, via interaction with the multimodal real world. Existing language pre-training frameworks show the effectiveness of text-only self-supervision while we explore the idea of a visually-supervised language model in this paper. We find that the main reason hindering this exploration is the large divergence in magnitude and distributions between the visually-grounded language datasets and pure-language corpora. Therefore, we develop a technique named ``vokenization″ that extrapolates multimodal alignments to language-only data by contextually mapping language tokens to their related images (which we call ``vokens″). The ``vokenizer″ is trained on relatively small image captioning datasets and we then apply it to generate vokens for large language corpora. Trained with these contextually generated vokens, our visually-supervised language models show consistent improvements over self-supervised alternatives on multiple pure-language tasks such as GLUE, SQuAD, and SWAG.