Pre-2002 tectonic loading and Coulomb stress transfer are modeled along the rupture zone of the M 7.9 Denali fault earthquake (dfe) and on adjacent segments of the right-lateral Denali–Totschunda fault system in central Alaska, using a three-dimensional boundary-element program. The segments modeled closely follow, for about 95°, the arc of a circle of radius 375 km centered on an inferred asperity near the northeastern end of the intersection of the Patton Bay fault with the Alaskan megathrust under Prince William Sound. The loading model includes slip of 6 mm/yr below 12 km along the fault system, consistent with rotation of the Wrangell block about the asperity at a rate of about 1°/m.y. as well as slip of the Pacific plate at 5 cm/yr at depth along the Fairweather–Queen Charlotte transform fault system and on the Alaska megathrust. The model is consistent with most available pre-2002 Global Positioning System (gps) displacement rate data. Coulomb stresses induced on the Denali–Totschunda fault system (locked above 12 km) by slip at depth and by transfer from the M 9.2 Prince William Sound earthquake of 1964 dominated the changing Coulomb stress distribution along the fault. The combination of loading (∼70–85%) and coseismic stress transfer from the great 1964 earthquake (∼15–30%) were the principal post-1900 stress factors building toward strike-slip failure of the northern Denali and Totschunda segments in the M 7.9 earthquake of November 2002. Postseismic stresses transferred from the 1964 earthquake may also have been a significant factor. The M 7.2–7.4 Delta River earthquake of 1912 (Carver et al., 2004) may have delayed or advanced the timing of the dfe, depending on the details and location of its rupture. The initial subevent of the 2002 dfe earthquake was on the 40-km Susitna Glacier thrust fault at the western end of the Denali fault rupture. The Coulomb stress transferred from the 1964 earthquake moved the Susitna Glacier thrust fault uniformly away from thrust failure by about 100 kPa. The initiation of the Denali fault earthquake was advanced by transfer of 30–50 kPa of positive Coulomb stress to the Susitna Glacier fault (Anderson and Ji, 2003) by the nearby M 6.7 Nenana Mountain foreshock of 23 October 2002. The regional tectonic loading model used here suggests that the Semidi (Alaska Peninsula) segment of the megathrust that ruptured in 1938 (M 8.2) may be reloaded and approaching failure.