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A flip-chip mounted W-band amplifier module with more than 15 dB gain between 82 and 105 GHz has been developed, based on a 0.15 μm GaAs PHEMT technology. To predict the influence of the flip-chip transition, an equivalent circuit model of the flip-chip interconnects was developed. Lossy silicon (n-Si) flip-chip carriers were used to successfully minimize parasitic substrate modes and feed back effects. The flip-chip assembled coplanar 94 GHz amplifier MMIC was packaged in a WR-10 waveguide mount, using CPW-to-waveguide transitions realized on quartz substrates.