A new strategic plan is in place to upgrade the ALS so it can continue to address fundamental questions, such as size-dependent and dimensional-confinement phenomena at the nanoscale; correlation and complexity in physical, biological, and environmental systems; and temporal evolution, assembly, dynamics and ultrafast phenomena. Moreover, the growing number of ALS users (now exceeding 2,000 per year) requires increased attention. Accordingly, our plan concentrates on projects that will continue to make it possible for ALS users to address grand scientific and technological challenges with incisive world-class tools and quality user support. Our highest priority is to begin top-off operation, in which electrons are injected into the storage ring at intervals of approximately 1 minute. The combination of top-off and concurrent development of small-gap in-vacuum undulators and superconducting undulators will allow an increase in brightness from eight to more than 100 times, depending on the specific undulators and photon energy range. As part of our core mission in the VUV and soft x-ray regions, we plan to exploit these accelerator developments to extend our capabilities for high spatial and temporal resolution and utilize the remarkable coherence properties of the ALS in a new generation of beamlines. Ranked by priority, several proposed beamlines will follow completion of five new beamlines already under construction or funded. The intellectual excitement of the ALS has been a powerful tool in the recruitment and retention of outstanding staff, but additional sustained efforts are required to increase diversity both in gender and in underrepresented groups. To this end, we intend to expand the ALS Doctoral Fellowship Program by giving special emphasis to underrepresented groups. We also envision a distinguished postdoctoral fellowship program with the same emphasis, to increase and diversify our pool of candidates for beamline scientist positions.