Naperville (pronounce /ˈneɪpɚvɪl/) is an affluent city in DuPage and Will counties in Illinois in the United States, voted the second best place to live in the United States by Money Magazine in 2006. As of the 2000 census, the city had a total population of 128,358, and the population was estimated at 147,779 in 2006. Naperville is the fifth largest city in the state, behind Chicago, neighboring Aurora, Rockford, and Joliet. Approximately 100,000 Napervillians live in DuPage County, while about 50,000 reside in Will County.