Training very large machine learning models requires a distributed computing approach, with communication of the model updates often being the bottleneck. For this reason, several methods based on the compression (e.g., sparsification and/or quantization) of the updates were recently proposed, including QSGD (Alistarh et al., 2017), TernGrad (Wen et al., 2017), SignSGD (Bernstein et al., 2018), and DQGD (Khirirat et al., 2018). However, none of these methods are able to learn the gradients, which means that they necessarily suffer from several issues, such as the inability to converge to the true optimum in the batch mode, inability to work with a nonsmooth regularizer, and slow convergence rates. In this work we propose a new distributed learning method—DIANA—which resolves these issues via compression of gradient differences. We perform a theoretical analysis in the strongly convex and nonconvex settings and show that our rates are vastly superior to existing rates. Our analysis of block-quantization and differences between $\ell_2$ and $\ell_{\infty}$ quantization closes the gaps in theory and practice. Finally, by applying our analysis technique to TernGrad, we establish the first convergence rate for this method.