During the past century, the developed world has not only witnessed a dramatic increase in life expectancy (ageing), but also a concomitant rise in chronic disease and disability. Consequently, the tension between ‘living longer’ on the one hand and health–related ‘quality of life’ on the other has become an increasingly important health policy problem. The paper deals with two consequences of this so–called epidemiological transition in population health. The first one concerns the question of how— given the impressive changes, population health can be measured in an adequate and policy relevant present–day fashion. The second one is the so–called phenomenon of ‘substitute morbidity and mortality’: more and more acute fatal diseases are replaced by non–fatal delayed degenerative diseases like dementia and arthritis. How the phenomenon of substitute morbidity and mortality affects the development of population health is illustrated with the epidemiological transitions, worldwide shifts in the main causes of death, assumptions used in models, adverse consequences of medical technologies and some results from intervention trials. Substitute morbidity and mortality may thwart our disease–specific expectations of interventions and asks for a shift to a ‘total population health’ perspective when judging potential health gains of interventions. Better understanding of the dynamics that underly the changes in population health is necessary. Implications for data collections are more emphasis on morbidity data and their relation with mortality, more longitudinal studies, stricter requirements for intervention trials and more use of modelling as a tool. A final recommendation is the promotion of integrative measures of population health. For the latter several results are presented suggesting that, although the amount of morbidity and disability is growing with an increasing life expectancy, this is mild unhealthiness in particular. This finding supports the ‘dynamic equilibrium’ theory. In absolute numbers, however, the burden of disease will continue to increase with further ageing of the population.