These lecture notes on differential equations are based on the author's experience teaching Math 280 and Math 351 at California State University, Northridge since 2000. The content of Math 280 is more applied (solving equations) and Math 351 is more theoretical (existence and uniqueness) but the author has attempted to integrate the material together in the notes in a logical order and selects material from each section for each class.The subject matter is classical differential equations and many of the exciting topics that could be covered in an introductory class, such as nonlinear systems analysis, bifurcations, chaos, delay equations, and difference equations are omitted in favor of providing a solid grounding the basics.The book features some contributed drawings that are charming and humorous.Printed copies available at Lulu