We present DiffusionBERT, a new generative masked language model based on discrete dif- fusion models. Diffusion models and many pre- trained language models have a shared training objective, i.e., denoising, making it possible to combine the two powerful models and enjoy the best of both worlds. On the one hand, dif- fusion models offer a promising training strat- egy that helps improve the generation quality. On the other hand, pre-trained denoising lan- guage models (e.g., BERT) can be used as a good initialization that accelerates convergence. We explore training BERT to learn the reverse process of a discrete diffusion process with an absorbing state and elucidate several designs to improve it. First, we propose a new noise schedule for the forward diffusion process that controls the degree of noise added at each step based on the information of each token. Sec- ond, we investigate several designs of incorpo- rating the time step into BERT. Experiments on unconditional text generation demonstrate that DiffusionBERT achieves significant improve- ment over existing diffusion models for text (e.g., D3PM and Diffusion-LM) and previous generative masked language models in terms of perplexity and BLEU score. Promising re- sults in conditional generation tasks show that DiffusionBERT can generate texts of compa- rable quality and more diverse than a series of established baselines.