When Steve Marsh first drove into this dusty town outside Las Vegas, he took one look at the gravel roads and sagebrush flats and grunted: "This is in the middle of nowhere."

This small blue-collar town doesn't seem like much. But it boasts miles of clean, open space and is surrounded by desert mountains. The weather is mild, the housing cheap and national parks are nearby.

It was enough for Marsh and his wife, Donna, to move here to retire.

"We love it," Marsh said, relaxing after a round of golf at his Desert Greens retirement community. "We're happy as pigs in slop."

Retirees eager to escape cold winters or congested freeways have been flocking to Western cities like Pahrump (search). The future will bring more of the same: The Census Bureau says the population of those 65 and older will increase more rapidly in the West than in any other area of the country.

While retirees (search) settle in, states are figuring out how to keep up with an aging population. Will there be enough doctors and nurses? Hospitals and nursing homes? Will housing be affordable?

"This affects all of us," said Idaho Gov. Dirk Kempthorne. "It's life, and it's time that we step up, recognize it, identify the challenges and find solutions."

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You don't have to tell retirees in Pahrump that the West is THE place to retire. They live in the third-fastest growing county in the nation for those 65 and older. Only about 5,000 seniors call Nye County (search) home, but that is more than three times the number that lived here in 1990, according to Census Bureau figures.

Nevada leads the country in the senior population boom. From 1990 to 2003, the state's 65 and older population almost doubled — from 129,107 to 250,787, according to census numbers. Alaska, Arizona, New Mexico, Hawaii, Utah, Colorado, and Idaho were among the top 10 states for growth in the senior population.

Lured by the nostalgia of rural towns and outdoor recreation, retirees have turned Western towns into retirement hot spots. Florida and California have long been meccas. But today, Bend, Ore., St. George, Utah, Sheridan, Wyo., and Silver City, N.M., are hip places to be.

Laura Ridley and her husband, a retired real estate developer, traded Georgia for Cody, Wyo., four years ago. She speaks about the West in postcard-perfect words.

"We can be in the park (Yellowstone) in an hour," she said. "The animals, oh my goodness, to see them just like it's supposed to be. The climate is just fantastic. When it snows, it's like confectioner's sugar."

Retirees who migrate are the "healthiest, wealthiest and best-educated of all retirees," said Mark Fagan, a sociologist at Jacksonville State University in Alabama. They take college classes and travel. Few pass time in rocking chairs on the front porch.

"Before, when you thought of a retirement home, you'd think of bingo and all that," said Wynne Angell, a retirement housing consultant. "Now ... you don't even want to advertise that. Bingo — that just creates the impression of people that are real frail."

But as retirees age and join the baby boomers already in the West, their housing and medical needs will change. They may need help with everyday activities or move into an assisted living home.

Through 2025, the Census Bureau projects the West will continue to dominate the country in the growth of the senior population. Utah will lead, followed by Washington, Idaho, Wyoming, Oregon, Alaska and Colorado. The senior population in those states is expected to at least double. Arizona, New Mexico, Montana and Nevada also rank among the 15 fastest-growing states.

All those extra people will strain state resources.

States are taking stock of their resources for older residents, examining health care and housing options, forming committees to study needs of an aging population and trying to plan for an unprecedented population increase.

"We've known this was coming for a long, long time," said Bev Morrow, administrator of the Wyoming Aging Division. "Very little has actually been done."

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Kempthorne felt so strongly about preparing for older residents that he made long-term care his initiative as chairman of the National Governors Association this past year. His father cared for his mother, a stroke victim, in the couple's home until her death last week.

That's a trend states are looking at — moving away from nursing homes and using relatives or friends as caregivers. Home care is usually cheaper and it's what people prefer, said Donna Folkemer, health program director for the National Conference of State Legislatures.

But home care creates a whole new set of issues. How will it work? How many caregivers will there be? And what about giving caregivers a break? The availability and affordability of so-called respite care is something else states are examining, especially rural states like Montana and Wyoming.

The Wyoming Legislature this year created a long-term care subcommittee that is studying such issues as whether to put Alzheimer's units in assisted living facilities, the availability of nursing assistants and the shortage of doctors.

"It's difficult to attract providers into all of the places we need them," Morrow said.

More doctors are limiting Medicare patients because reimbursement rates are lower than private insurance. That makes finding a physician even harder in parts of the West where it can be 100 miles or more between towns.

Nurses are also scarce. In 2000, 10 of 13 Western states had nursing shortages, according to a 2002 U.S. Department of Health and Human Services report. By 2020, the shortage is projected to spread to all Western states and beyond.

"There's a tug and pull here," said Dr. Joanne Schwartzberg, director of aging and community health for the American Medical Association. "You have the age wave coming, and we just don't have work force."

When Robert Pioso, 69, retired as president of a Wisconsin first-aid supply company two years ago, he and his wife were looking for a town with affordable housing, a symphony orchestra and a favorable climate.

They found that in Eugene, Ore., but that search was easy compared to finding a doctor that accepted Medicare. That took a month.

It's not uncommon for older residents to be more interested in making sure recreation areas are nearby than a hospital.

Pahrump, where Steve Marsh, who has Parkinson's disease, moved to from Indiana, won't have a hospital until 2006. Marsh, 67, goes to a Veterans Administration clinic in Pahrump or drives 60 miles to Las Vegas for medical care.

"That's not what they think about," Schwartzberg said. "They think, finally I'm ready to retire. I want to enjoy myself. I don't want to think about problems that won't arise for 10, maybe 15 years.

"It's hard enough to get people to plan for retirement. How do you get people to start thinking about health care?"

States, experts say, don't have a choice. They must prepare.

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When retirees began discovering Sheridan, Wyo., population 16,000, Mayor Jim Wilson asked them to help make Sheridan, with its main street parades and small-town charm, more attractive to an older population.

The newcomers now serve on volunteer boards and have helped the town develop hiking and bicycle trails.

Sheridan is expanding its hospital, making sure its older buildings are accessible to the handicapped, and working to keep housing affordable in a town where new residents have driven up home prices.

That's a big problem in retirement spots. New, wealthier residents can afford to pay more for homes, but that raises property taxes for longtime residents.

The West accounted for 19 of the top 25 counties in the country for the most expensive homes owned by people ages 55 to 74, according to estimates from the National Association of Home Builders based on census numbers.

Pitkin County, Colo., home to Aspen, led the country with an average home price of $946,036. Teton County, Wyo., home to Jackson and a gateway to Yellowstone National Park, was third with an average price of $650,526.

Nevada is helping launch a pilot project to build an affordable, assisted-living home in Las Vegas. The 90-unit facility is scheduled to open next year. Homebuilder Del Webb, a leader in housing for 55 and older, now offers a range of prices for its Sun City communities in Nevada, Arizona and California.

But preparing for an older population is more than just making sure health care is adequate and housing is affordable. It's also about quality of life and making sure jobs are available for the many retirees who plan to continue working.

States will need to attract companies that want to hire older workers and businesses will have to accommodate job-sharing and employees who want to work from home, said Clare Hushbeck, an economist with AARP.

"It does require big vision," she said. "It's not an easy thing to wrap your mind around, but it's coming."

In Arizona, the Virginia G. Piper Charitable Trust recently awarded grants to four communities to create "life options" centers, where older adults can learn about new careers, take classes, volunteer and socialize.

Telemedicine — doctors practicing from afar by voice, data and video hookup — may see greater use in remote communities in the West. Kempthorne said a new hospital in Salmon, Idaho, will use telemedicine extensively.

States will also need more transportation options. Using school buses to transport seniors while students are in school is one idea, Kempthorne said.

"While we are getting used to the current generation of retirees and near-retirees, there will be a gap," said Daniel Perry, executive director of the Alliance for Aging Research. "They will be moving to more far-flung areas. There'll be a gap between now and when health care and transportation services and entertainment catches up with them."

The Idaho governor hopes his yearlong work on long-term care paid off and that his fellow governors will include the issue in their state-of-the-state addresses next year.

"You don't have to look very far down the road with regard to your budgets," Kempthorne said. "You're going to be impacted one way or another. You better get ahead of the curve."