Modesto (Spanish for "modest"), officially the City of Modesto, is the county seat and largest city of Stanislaus County, California, United States. With a population of approximately 201,165 at the 2010 census, Modesto ranks as the 18th largest city in the state of California. The Modesto Census County Division, which includes the cities of Ceres and Riverbank, has a population of 312,842 as of 2010.

Modesto is located in the central valley area of Northern California, 90 miles north of Fresno, 92 miles east of San Francisco, 68 miles south of the state capital of Sacramento, 66 miles west of Yosemite National Park, and 24 miles south of Stockton. Modesto, a 29-time Tree City USA honoree, is surrounded by rich farmland, lending to a ranking for the county as 6th among all California counties in farm production. Led by milk, almonds, chickens, walnuts, and corn silage, the county grossed nearly $3.1 billion in agricultural production in 2011.

Modesto was immortalized in the 1973 George Lucas film American Graffiti. The award winning film captured the spirit of "cruising" and friendship on 10th and 11th Streets in 1962 and led to the revival of 1950's nostalgia that included the TV show Happy Days and the other spin-offs. Ron Howard, Harrison Ford and Richard Dreyfuss starred in the film. The soundtrack was a huge success. Director George Lucas is a native of Modesto, graduating from Downey High School in 1962.

The Gallup-Healthways Well-Being Index for 2011, which interviews 1,000 participants daily and asks individuals to assess their jobs, finances, physical health, emotional state of mind and communities, ranked Modesto 126 out of the 190 cities surveyed. In December 2009, Forbes ranked Modesto 48th out of 100 among "Best Bang-for-the-Buck Cities". In this ranking, Modesto ranked 8th in housing affordability and travel time but also ranked 86th in job forecast growth and 99th in foreclosures.

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