A millimeter-wave optoelectronic oscillator employing self-regenerative frequency dividing and phase-locking techniques is proposed. The frequency division of millimeter-wave signal is achieved effectively via self-regenerative frequency divider breaking the frequency limitation of commercial frequency dividers. In virtue of the frequency conversion pair, the phase-locking technique is effectively utilized to stabilize the millimeter-wave optoelectronic oscillator by a commercial analog phase shifter in relative low frequency band. Finally, a 40-GHz millimeter-wave signal is generated with the single-sideband phase noise about -116 dBc/Hz at 10-kHz frequency offset. Besides, the frequency stability of the proposed millimeter-wave optoelectronic oscillator is greatly improved from 1.2×10-6 to 2.96×10-13 at 1024-s averaging time in a lab room without any thermal control. © 2019 SPIE.