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In this paper, the design and the results of a CMOS traveling-wave amplifier (TWA) optimized for minimum noise figure is presented. Design tradeoffs and optimization guidelines for maximum operation frequency, gain and minimum noise are discussed by means of analytical calculations and simulations. The MMIC is fabricated using digital 90-nm silicon on insulator (SOI) technology and requires a chip area of only 0.3 mm2. At a supply voltage of 2 V and a supply current of 66 mA, a gain of 9.7 dB±1.6 dB is measured over a frequency range from 10 to 59 GHz. Toward dc, the gain increases up to 16 dB. The unity gain cutoff frequency is 71 GHz. At 20 and 40 GHz, the circuit has a 1-dB output compression point of 12.5 and 9.5 dBm, respectively. From 0.1 to 40 GHz, a noise figure below 3.8 dB is measured. The results are achieved at source/load impedances of 50 Ω and include the pad parasitics. To the author's knowledge, the TWA has by far the lowest noise figure achieved for a silicon-based amplifier with comparable bandwidth.