Sequence modeling layers in modern language models typically face a trade-off between storage capacity and computational efficiency. While softmax attention offers unbounded storage at prohibitive quadratic cost, linear variants are more efficient but suffer from limited, fixed-size storage. We introduce Fast-weight Product Key Memory (FwPKM), a sparse fast-weight memory layer that resolves this tension. FwPKM updates sparsely activated parameters at both training and inference time using chunk-level gradient descent on a local memory-rewrite objective. This performs Test-Time Training (TTT)-style gradient updates on activated slots in a sparse memory, enabling rapid memorization and retrieval of many new key-value associations while keeping per-token compute low and fixed. Experiments show that FwPKM functions as an effective episodic memory that complements the semantic memory of standard modules, yielding significant perplexity reductions on long-context datasets. Notably, in Needle-in-a-Haystack evaluations, FwPKM generalizes to 128K-token contexts despite being trained on only 4K-token sequences.