Fine-tuning on instruction data has been widely validated as an effective practice for implementing chat language models like ChatGPT. Scaling the diversity and quality of such data, although straightforward, stands a great chance of leading to improved performance. This paper aims to push the upper bound of open-source models further. We first provide a systematically designed, diverse, informative, large-scale dataset of instructional conversations, UltraChat, which does not involve human queries. Our objective is to capture the breadth of interactions between a human user and an AI assistant and employs a comprehensive framework to generate multi-turn conversation iteratively. UltraChat contains 1.5 million high-quality multi-turn dialogues and covers a wide range of topics and instructions. Our statistical analysis of UltraChat reveals its superiority in various key metrics, including scale, average length, diversity, coherence, etc., solidifying its position as a leading open-source dataset. Building upon UltraChat, we fine-tune a LLaMA model to create a powerful conversational model, UltraLM. Our evaluations indicate that UltraLM consistently outperforms other open-source models, including WizardLM and Vicuna, the previously recognized state-of-the-art open-source models.