The gain/linearity trade-off is exploited to achieve the best linearity performance of a mm-Wave down-conversion system. The achieved linearity (IIP3) for the whole down-conversion chain is better than 11.06dBm for 5.8dB gain at 60GHz. Gain can be adjusted from -15dB to 11dB in 1dB steps depending on the signal level. By adjusting phase matching at RF input and the common-mode impedance of the mixer with a variable transmission line, the input phase imbalance can be corrected and the second-order distortion (HD2) can be reduced. The LO/RF isolation is 43dB and the LO/IF isolation is better than 82dB. The down-converter occupies 1.38mm² in 32nm CMOS SOI and consumes 19.2mW from 1V supply. The power consumption of the mixer itself is 4mW @ 1V supply.