Abstract: A predistortion arrangement is described for using an input signal to drive a nonlinear device having a drive input. Initially, first means sample a portion of the input signal. The sampled portion of the input signal is introduced to at least one predistortion path including a mixer responsive to the sampled portion of the input signal for producing at least second order intermodulation products of the input signal. The second order intermodulation products are conditioned. Combining means then combine the conditioned second order intermodulation products with the sampled input signal in a way which produces a predistorted drive signal compensated for second order distortion for use in driving the drive input of the nonlinear device. In one aspect, the sampling means and the combining means may be provided using resistive networks. The use of the resistive networks eliminates the need for directional couplers incorporating magnetic components.