PIP: This paper reviews labor planning and population policies in Noril'sk, a mining and metallurgical settlement in northern Siberia. When the settlement was established in 1935, planners were lacking in ideas about how to recruit workers to staff the mines and smelters and how to retain the labor force once it was in place. From 1935-79, planners followed a forced labor policy dependent upon the labor of prisoners. However, this solution was not adequate for meeting the manpower needs of an economy undergoing rapid technological sophistication. Northern wage increments were introduced after 1945 to recruit skilled workers from other regions. These increments built up over a 4-year period to a maximum of 80% of base pay. A special cost of living bonus was also awarded. Although these inducements facilitated labor recruitment, labor retention remained a major problem. Surveys indicated that workers would prefer improvements in housing and social services to further wage increases. Thus, policy was directed at the housing shortages, poor medical care, and inadequate child care facilities in Noril'sk. Such improvements facilitated labor retention but also contributed to overpopulation. The population doubled between 1956-80, exceeding 180,000 in the latter year. In the early 1980s, selective measures toward population control were implemented to ensure maintenance of living standards (e.g., encouragement of older workers to leave the area upon retirement, more careful screening of recruits). The goal is to stabilize city size at around 250,000. The Noril'sk case illustrates that quality of life investments can alleviate labor retention problems even in the harshest physical environments. Recent policies have advocated productivity-enriching technologies that do not require increments in the labor force.