Matrix projection models occupy a central role in population and conservation biology. Matrix models divide a population into discrete classes, even if the structuring trait exhibits continuous variation (e.g., body size). The integral projection model (IPM) avoids discrete classes and potential artifacts from arbitrary class divisions, facilitates parsimonious modeling based on smooth relationships between individual state and demographic performance, and can be implemented with standard matrix software. Here, we extend the IPM to species with complex demographic attributes, including dormant and active life stages, cross-classification by several attributes (e.g., size, age, and condition), and changes between discrete and continuous structure over the life cycle. We present a general model encompassing these cases, numerical methods, and theoretical results, including stable population growth and sensitivity/ elasticity analysis for density-independent models, local stability analysis in density-dependent models, and optimal/evolutionarily stable strategy life-history analysis. Our presentation centers on an IPM for the thistle Onopordum illyricum based on a 6-year field study. Flowering and death probabilities are size and age dependent, and individuals also vary in a latent attribute affecting survival, but a predictively accurate IPM is completely parameterized by fitting a few regression equations. The online edition of the American Naturalist includes a zip archive of R scripts illustrating our suggested methods.Keywords: structured populations, integral model, matrix model, sensitivity analysis, latent variability, thistle.* Corresponding author; e-mail: spe2@cornell.edu. † E-mail: m.rees@sheffield.ac.uk.Am. Nat. 2006. Vol. 167, pp. 410- Matrix projection models are probably the most commonly used approach for modeling structured biological populations (Caswell 2001) and play a central role in population and conservation biology (e.g., Morris and Doak 2002). The popularity of matrix models is easy to understand. They are conceptually the simplest way to represent population structure, can be parameterized directly from observational data on the fate and reproductive output of individuals, and yield a great deal of useful information. The dominant eigenvalue l of the projection matrix gives the population's projected long-term growth rate; the dominant right and left eigenvectors are, respectively, the stable stage distribution w and relative reproductive value v; and the eigenvectors determine the effect on l of changes in individual matrix entries, which are often the key quantities for management applications. These and other metrics can be used as response variables to summarize population responses to changes in environmental conditions (Caswell 2001, chap. 10). Density dependence, stochasticity, and spatial structure can all be incorporated, and there is a growing body of theory for these situations (e.g., Tuljapurkar 1990;Cushing 1998;Caswell 2001;Tuljapurkar et al. 2003;Doak et al. 2005...