A distributed modulator configured to shape the noise and distortion of an external sampling/quantization device, said modulator comprising: an input line configured to receive an input signal that is continuous in time and in value; a first auxiliary line configured to provide a magnitude-scaled and time-delayed version of said input signal to an external sampling/quantization device; a second auxiliary line configured to receive a quantized signal from the external sampling/quantization device; a first active ladder network having a first input coupled to the input line, a second input, a first output coupled to the first auxiliary line, and a second output; and a second active ladder network having a first input coupled to the second output of the first active ladder network, a second input coupled to the second auxiliary line, and an output coupled to the second input of the first active ladder network, wherein each of the first and second active ladder networks includes a plurality of reactive impedance segments (27A-G) and a plurality of gain cells (126A-G), which are coupled together to form one or more transmission channels, and with each of said reactive impedance segment including: (a) at least one series inductive element, (b) a least one shunt capacitive element, and (c) a junction point to which the inductive element and capacitive element are coupled, and wherein each of the plurality of gain cells further includes: (a) an active device, (b) an input terminal coupled to a junction point of a first reactive impedance segment, and (c) an output terminal coupled to a junction point of a second reactive impedance segment, and wherein the transfer function from said input line to said first auxiliary line is approximately all-pass over a specified input signal operating bandwidth. an input line configured to receive an input signal that is continuous in time and in value; a first auxiliary line configured to provide a magnitude-scaled and time-delayed version of said input signal to an external sampling/quantization device; a second auxiliary line configured to receive a quantized signal from the external sampling/quantization device; a first active ladder network having a first input coupled to the input line, a second input, a first output coupled to the first auxiliary line, and a second output; and a second active ladder network having a first input coupled to the second output of the first active ladder network, a second input coupled to the second auxiliary line, and an output coupled to the second input of the first active ladder network, wherein each of the first and second active ladder networks includes a plurality of reactive impedance segments (27A-G) and a plurality of gain cells (126A-G), which are coupled together to form one or more transmission channels, and with each of said reactive impedance segment including: (a) at least one series inductive element, (b) a least one shunt capacitive element, and (c) a junction point to which the inductive element and capacitive element are coupled, and wherein each of the plurality of gain cells further includes: (a) an active device, (b) an input terminal coupled to a junction point of a first reactive impedance segment, and (c) an output terminal coupled to a junction point of a second reactive impedance segment, and wherein the transfer function from said input line to said first auxiliary line is approximately all-pass over a specified input signal operating bandwidth.