Modesto sits roughly 100 miles south of San Francisco and is home to just over 200,000 people. The city has a healthy rural farming economy and culture, as the area’s rich soil makes it the 6th largest agricultural producer in California. Forbes ranked Modesto 8th in affordability and travel time in 2009. It’s also famous for being the backdrop for George Lucas’ American Graffiti. Perhaps because of this pop culture connection, Modesto hosts many fairs and festivals celebrating the classic 1960s.