P39 Background: Risk factor trends in the United States are not favorable. We determined the potential population impact of risk factor trends versus achieving Healthy People 2010 goals. Methods: Four possible risk factor scenarios were defined for the year 2020. Scenarios were based on current and past risk factor levels and current national goals: 1) Current risk factor levels in Olmsted County, MN; 2) Continued rise in diabetes and smoking rates; 3) #2 plus loss of blood pressure and cholesterol control; 4)Population meets Healthy People 2010 goals. Risk factors were assigned stochastically to the year 2000 Olmsted County, MN population, ages 30-83. Framingham-based risk functions were then used to calculate cardiovascular (CVD) event rates under each scenario. Conclusions: If diabetes and smoking continue to rise, and hypertension and cholesterol rise to historically high levels, CVD rates could rise as much as 75%. In contrast, meeting Healthy People 2010 goals would reduce CVD rates by 49%. Table 1.