This paper proposes a simple anti-windup scheme for linear systems which are asymptotically stable but which have inputs which are limited in rate. The closed-loop system with these rate-limits and anti-windup compensation is proved to be globally asymptotically stable and locally exponentially stable. Furthermore, the L 2 gain of a map which is central to the performance of the nonlinear closed-loop system is shown to be finite provided certain conditions are satisfied. One of the notable features of the proposed scheme is that it is exceptionally simple, and can be thought of as, in essence, a modified IMC anti-windup scheme.