Using a novel gate-last process scheme that affords precise channel thickness control, we have fabricated self-aligned InGaAs quantum-well (QW) MOSFETs. Devices with a channel thickness between 3 and 12 nm, and a gate length between 40 nm and 5 µm are fabricated on a heterostructure that includes a composite InGaAs/InAs QW and an InP barrier. It is observed that channel thickness has a strong impact on the device characteristics. In general, a thick channel is beneficial to ON-state figures of merit, including transconductance and effective carrier mobility. However, a thin channel is beneficial to OFF-state metrics, such as subthreshold swing and drain-induced barrier lowering (DIBL). The InAs composition and effective mass that electrons experience in the channel emerges as a factor that significantly affects channel mobility and presumably the transport characteristics of these devices. The subthreshold swing and DIBL are found to follow a classic scaling behavior. This suggests that the InGaAs QW MOSFETs are at the limit of scaling around L g = 50 nm.Index Terms-III-V, MOSFETs, quantum-well (QW), self-aligned.