High variability in environmental conditions in both space and time once made the upper San Francisco Estuary (the Estuary) highly productive for native biota. Present conditions often discourage native species, providing a rationale for restoring estuarine variability and habitat complexity. Achieving a variable, more complex Estuary requires policies which: (1) establish internal Sacramento\textendashSan Joaquin Delta (the Delta) flows that create a tidally mixed, upstream\textendash downstream gradient in water quality, with minimal cross-Delta flows; (2) create slough networks with more natural channel geometry and less diked, riprapped channel habitat; (3) increase inflows from the Sacramento and San Joaquin rivers; (4) increase tidal marsh habitat, including shallow (1 to 2 m) subtidal areas, in both fresh and brackish zones of the Estuary; (5) create/allow large expanses of low salinity (1 to 4 ppt) open water habitat in the Delta; (6) create a hydrodynamic regime where salinities in the upper Estuary range from near-fresh to 8 to 10 ppt periodically, to discourage alien species and favor desirable species; (7) take species-specific actions that reduce abundance of non-native species and increase abundance of desirable species; (8) establish abundant annual floodplain habitat, with additional large areas that flood in less frequent wet years; (9) reduce inflow of agricultural and urban pollutants; and (10) improve the temperature regime in large areas of the Estuary so temperatures rarely exceed 20 \textdegreeC during summer and fall months. These actions collectively provide a realistic if experimental approach to achieving flow and habitat objectives to benefit desirable species. Some of these goals are likely to be achieved without deliberate action as the result of sea level rise, climate change, and levee failures, but in the near term, habitat, flow restoration and export reduction projects can enhance a return to a more variable and more productive ecosystem.