Abstract-A differential power amplifier operating at millimeter-wave frequencies is demonstrated using a 65-nm CMOS technology. All of the input, output, and inter-stage network are implemented by transformers only, enabling impedance matching with low loss and a wide bandwidth. The millimeter-wave power amplifier exhibits measured small-signal gain exceeding 12.6 dB over a 3-dB bandwidth from 45 to 56 GHz. The output power and PAE are 13 dBm and 11.7%, respectively at 50 GHz.