This report examines how demographic changes, particularly in immigration and fertility, have affected and will continue to affect every segment of California's population. Three points are emphasized in the report: the number and type of Californians in future years, the size and composition of the labor force and the related issues resulting from changes in population size, and the changes in the social and cultural environment that may also be affected by demographic shifts. Population projections are developed to illustrate these emerging phenomena and what they will mean for schools, the labor force, retirement, and the culture of California. It is argued that, as a result of continued very low fertility and high levels of immigration, California is both aging and becoming increasingly heterogeneous in its composition. Chapters 1-4 discuss the past, present and future population of California; the regional distribution of the population; and the changing age composition. Chapter 5 focuses on the economy and labor force of the state and examines how both legal and illegal immigration affect unemployment among residents. Chapter 6 discusses demographic change and its impact on political, religious, retirement, cultural, and other social structures. Chapter 7 examines population growth in Mexico, the home country of many immigrants to California. Finally, Chapter 8 considers future scenarios for the state. Thirteen tables and 11 figures are presented in the report. (KH)