Modesto, California is a primarily agriculture-centred town in the San Joaquin Valley of California. One of its biggest claims to fame is being the birthplace of one George Lucas, whose "brainchild" was the Star Wars series of films; in fact, he was raised on a walnut ranch - nuts are by far Modesto's biggest crop.

The town was founded in 1870, at the end of a railroad line. Theories about its name abound, but the most prominent involves the man who founded it not wanting it to take his name - so they called it Modesto because of his modesty.

Its slogan, Water Wealth Contentment Health, was picked in 1911 through a short competition, for which the writer earned $3. An archway in the center of town lights up with those words burning across it each night.