A theme is any combination of layout, template, locale and/or skin file(s) that create the visual experience...
A theme consists of any or all of the following:
- Layout (located in app/design/frontend/your_interface/your_theme/layout/)
These are basic XML files that define block structure for different pages as well as control META information and page encoding.For in-depth look into layouts, read Intro to Layouts)
- Templates (located in app/design/frontend/your_interface/your_theme/template/)
These are PHTML files that contain (X)HTML markups and any necessary PHP tags to create logic for visual presentation.
- Locale (located in app/design/frontend/your_interface/your_theme/locale/)
These are simple text documents organized on a per language basis that contain translations for store copy.
- Skins (located in skin/frontend/your_interface/your_theme/)
These are block-specific Javascript and CSS and image files that compliment your (X)HTML.
Source: http://www.magentocommerce.com/design_guide/articles/magento-design-terminologies4