Abstract: A low noise, low distortion radio frequency amplifier which includes a bootstrap design to minimize intermodulation distortion while simultaneously achieving low noise and wide bandwidth. In the illustrative embodiment, the invention includes a first circuit for receiving an input signal; a second circuit for amplifying the input signal using a transistor Q2; and a third circuit for regulating a rate of change of voltage across the transistor Q2 such that the rate of voltage change is zero. The third circuit includes a transistor Q3 connected to the transistor Q2 in cascode. In the specific illustrative embodiment, the third circuit further includes two diodes D1 and D2 used to modulate the voltage at the input of the transistor Q3 in proportion to the voltage modulation at the input of the transistor Q2. In the illustrative embodiment, the second circuit includes a transistor Q1 connected in cascade to the transistor Q2.