Design and performance of a 40 dB gain X-band low-noise FET amplifier with integral overload protection is presented. Noise figures as low as 2 dB have been achieved using packaged transistors, including a multidiode overload protector that protects the FET's for input pulse powers to 1 kW. Performance is achieved by the use of new embedment circuits for super-low-noise packaged FET and pin diodes in aluminum-clad soft microstrip.