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. <EOS>