William McMillan begins this interview with a discussion of his parents and youth in Montebello, California. The youngest of seven siblings, McMillan expressed an interest in science at an early age. He attended Montebello High School, where he was greatly influenced by his chemistry teacher, Leon Broock. After graduation, McMillan entered UCLA, receiving his B.A. in chemistry in 1941. Afterward, he attended Columbia University and earned his M.S. in chemistry in 1943 and his Ph.D. in chemical physics in 1945. While working towards his Ph.D. degree, McMillan was employed in the Special Alloys and Materials Project, a forerunner to the Manhattan Project. While a post-doc at the University of Chicago, McMillan worked under Edward Teller. In 1947, McMillan joined the faculty of UCLA as an assistant professor of chemistry and remains there today as Professor Emeritus. He became chairman of UCLA's chemistry department in 1959 and worked to implement more student programs and offices at the university. During his tenure at UCLA, McMillan also worked for RAND Corporation as a consultant to the U.S. military. He helped form the Group on Weapons Effects, which later became the SAGE Advisory that reported on weapons tests. McMillan also worked with the Armed Forces in Vietnam, developing concepts for artillery and military reconnaissance. After contracting hepatitis in Vietnam, McMillan researched the disease and developed a blood chemistry analysis. Some of his personal research projects have included: global warming and ozone depletion issues; atmospheric studies of Venus; and Neutrinos work. In 1971, McMillan developed his own consulting company, McMillan Science Associates. He concludes the interview with thoughts on the future of the military and defense budget, and an expository analysis of the structure of electrons.