(MONEY Magazine) – IT'S a case of places changing places. In our four previous annual surveys of the 300 largest U.S. metropolitan areas, the most livable locales tended to be on the West or East coast. This time, top honors go largely to cities located in the Rockies, Texas and the Midwest. Our No. 1 place to live this year: - Provo/Orem, Utah, the sister cities (pop. 263,600) where the living is easy, taxes are moderate and the economic engine is running on all cylinders. ''People tell me they would take a 50% pay cut to live here, just for the quality of life,'' says Utah County commissioner Gary Herbert. (For more on why one family loves life in Provo/Orem, see the box at right.) Middle America's excellent showing in this year's rankings reflects the shifting fortunes of the nation's regional economies. ''In the 1980s, the U.S. had a bicoastal economy,'' says David Shulman, managing director of real estate research at Salomon Bros. ''In the 1990s we're going to see strength in the middle of the country, especially among low-cost, medium-size cities with affordable housing. These are the types of places that match the needs of employers and employees,'' Shulman explains. The Provo/Orem region is a prime example. It's an area known for unabashed fertility -- of its farmland, its Mormon inhabitants, and more recently its industrial development. Local job growth in the year that ended in February led the nation at 7.3%, according to the Economic Outlook Center at Arizona State University. Affordable housing is one magnet that has attracted more than 5,000 people to the area since 1988. A typical three-bedroom house goes for $81,000, 18% lower than the median-priced U.S. home. Skiers flock here for the dry, fluffy powder that state license plates proclaim as the GREATEST SNOW ON EARTH. You can even spot celebs at the annual January film festival in Park City, 40 miles to the north, or at Sundance, a local resort owned by Robert Redford. Nearly all of the small or medium-size cities on our best-nest list are newcomers to the top positions. The only place to show up both last year and this is Bremerton, Wash., the Seattle neighbor across the Puget Sound that slipped from its No. 1 position in 1990 to No. 2. The rest of the '91 top 10: Bryan, Texas; Boise, Idaho; Lubbock, Texas; Billings, Mont.; Fayetteville, Ark.; Madison, Wis.; Austin, Texas; and Lincoln, Neb. (Profiles of the top five places appear beginning on page 139.) The winded California economy knocked three places out of this year's top 10: San Francisco (now at No. 38), Los Angeles/Long Beach (95) and Sacramento (107). To set the criteria for this year's rankings, we asked a representative sample of 252 MONEY subscribers (median age: 46; median household income: $61,000) what they valued in a place to live. Specifically, they rated the importance of 43 factors, such as a low crime rate and low local taxes, on a scale from 1 up to 10. Our readers' top priorities were clean water, low crime, clean air, abundant medical care and strong local government. (See page 140 for the full list.) Next, we collected the most timely data available on each of the 300 largest U.S. metropolitan areas. Then, with the help of Fast Forward, a Portland, Ore. computer consulting firm, we awarded points to each metro area based on how well it delivered on the attributes that MONEY subscribers said they wanted. Finally, to discover local attractions or drawbacks that our data might have missed, MONEY reporters visited the top five and bottom five places plus Terre Haute, Ind., the spot that this year moved up the most notches on our list -- to No. 70 from 288 in 1990. In our continuing effort to improve the rankings, we added more comprehensive data to the equation this year. The new facts enabled us to grade the 300 metro areas more accurately when measuring five regional characteristics: -- Housing affordability. Century 21, the real estate brokerage, provided an exclusive list of the prices and property taxes for a typical three-bedroom home in each area as well as housing appreciation from a year ago. The least expensive homes in the U.S. today are in Texarkana, Texas ($57,000); Williamsport, Pa. ($60,000); and Bryan, Texas ($62,000). -- Strength of municipal finances. This year, we factored in each metropolitan area's Standard & Poor's municipal bond rating. The cities with AAAs as of December 1990: Charlotte, N.C.; Charlottesville, Va.; Dallas; Grand Rapids; Greensboro, N.C.; Lincoln, Neb.; Pueblo, Colo.; Raleigh, N.C.; and Stamford, Conn. -- Job prospects. We obtained rates of employment growth for the past year from the Economic Outlook Center at Arizona State University. After Provo/ Orem, the biggest job incubators were Las Vegas; Lafayette, La.; and Santa Rosa, Calif. -- Environmental quality. Analyst Benjamin Goldman, who spent five years researching such things as air pollution and hazardous waste for his forthcoming book, The Truth About Where You Live (Times Books), provided figures on those subjects. -- Quality of libraries. The Public Library Data Service, an arm of the American Library Association, supplied us with new figures on how much libraries across the U.S. spend, per capita, on books. As you know, this was a tough economic year in many places. The recession cut deeply into municipal tax revenues, even while forcing state and city governments to spend more on unemployment and welfare. The National League of Cities reports that in its survey of 525 municipalities, 61% said they were running in the red. Nevertheless, each of the five cities leading our list managed to prosper. Not coincidentally, all are college towns, seats of government operations or both. Stable government and higher-education jobs tend to shield localities from a recession. Texas A&M University in Bryan, for example, employs 6,482 people, up from 5,793 four years ago. But times are changing: in March, A&M froze hiring for new faculty positions. Terre Haute, the city that jumped most in our rankings, is another recession-beater. Housing permits in this west-central Indiana city -- home to Indiana State University -- shot up 89% in the past year, according to U.S. Housing Markets, a trade publication. Job growth increased by 3%, vs. a 0.3% decline for the U.S. economy overall. In the past five years, blue-chip companies like Eli Lilly and Pfizer have invested more than $700 million in the Terre Haute area, creating more than 1,000 jobs. Several offbeat operations have found their way here too, such as tofu maker Kyoto Food and Ivy Hill, a packager of compact disks. This year's bottom five places are a battered cadre of New England cities grievously wounded by the collapse of manufacturing, real estate and financial services in the Northeast. They are: Manchester, N.H.; Fall River, Mass.; Pawtucket, R.I.; New Britain, Conn. -- and, at No. 300, Waterbury, Conn., where the unemployment rate stood at 8.6% recently. Connecticut cities were punished in part by the state's delay in adopting a budget. Waterbury suffered through an especially grim year. Housing permits were down 44% to fewer than 850; house values there dropped 5.5% to $170,000 for a typical three-bedroom home. And parts of downtown now look deserted, including offices near the city's Chamber of Commerce. But Howard Plomann, the director of the Waterbury economic development agency, remains optimistic. A number of companies have recently moved in or hired more people -- Emery Air Freight, Omni International, Stone Container. Also, a 205-room Holiday Inn opened in September. Moreover, Waterbury residents who've withstood their city's economic troubles say life there can be a joy. Says Lorie Cavallari, 35, the mother of four sons ages three to 12: ''This is a friendly and safe area.'' - Her husband Gus, 41, an attorney, adds proudly: ''It's a family community.'' That, you might say, sounds almost like Provo.

1 PROVO/OREM, UTAH

Area population: 263,600 Unemployment rate: 4.3% Three-bedroom house: $81,000 Property tax: $600 Top state and local income tax: 7.2% Sales tax: 6.25% Robberies per 100,000 people: 11 Annual sunny days: 232

In the mid-19th century, when Brigham Young established Mormon settlements in Utah, including one now known as Provo/Orem, his pioneers migrated from the eastern U.S. But today's newcomers to Utah County often come from the opposite direction. They are Californians fleeing high taxes, water shortages, freeway congestion and crime. There hasn't been a murder in Provo since 1989. ''In Los Angeles, there's no place to escape the stress,'' says Fiona McHardy, 24, who left L.A. three years ago. ''Here, I drive to Bridal Veil Falls on my lunch break and dunk my feet in the river.'' If you imagine Provo and Orem as quaint, rural hamlets, however, consider this: the area is home to more than 80 software companies, including Novell and WordPerfect. This may be the best-educated county in the nation as well: 94% of local youth graduate from high school. Drivers need sharp eyes to know they've passed from Provo to Orem. Still, there are a few distinctions. Provo (pop. 86,835) is the seat of government. Orem (pop. 67,561) has always been more rural, rich with apple and cherry orchards. It's also the retail center. Many corporate transferees find the Utah Valley a delightful surprise, after initial reservations about the Mormon dominance. Says Chuck O'Brien, who moved here from Arizona in 1978: ''The new family in Provo often feels strange at first, and they put in for a transfer back home. By the time it comes through, they don't want to leave, especially if they're into athletics.'' Spectators cheer Brigham Young University's 19 NCAA teams and the NBA's Utah Jazz in Salt Lake City. Outdoor types lap up the skiing. ''I moved back here from Honolulu because I missed the snow,'' says Kuniyuki Takahashi, 40, an international marketing consultant and former pro skier. ''There's none like it in the world.''

2 BREMERTON, WASH. Area population: 189,700 Unemployment rate: 5.7% . Three-bedroom house: $125,000 Property tax: $1,200 Top state and local income tax: None Sales tax: 7.8% Robberies per 100,000 people: 51 Annual sunny days: 136

Bremerton, and the rest of the lush Kitsap Peninsula just west of Seattle, shifted into high gear this year. According to Century 21, the national real estate brokerage, house prices in the Bremerton metro area soared 27.6%, the most in the country. Riding the hot market, building permits shot up by 42%. The boom in Bremerton -- our No. 1 place last year -- is most visible downtown, where half the commercial properties on the market a year ago have been sold. Buildings are newly painted and scaffolding is coming down. Blooming flowerpots now appear in formerly empty shop windows. Six buildings that recently had makeovers are about to become additional office space for the Puget Sound Naval Shipyard, Bremerton's largest employer, with 22,000 civilian and military workers. A solid Navy presence -- the county's three bases easily escaped the recent budget-cutting ax -- is only one lure attracting several hundred new residents each month to Kitsapland, as locals affectionately call this 393-square-mile green thumb projecting into Puget Sound. Some come to escape high state income taxes (Washington is one of seven states still without an income tax on wages). Others are Seattleites tired of city living who've decided to keep working there but to plant roots here. Bremerton is an easy commute on the one-hour car ferry (fare: $6.65 one way, unchanged from a year ago). Indeed, proximity to Seattle and its three major-league sports teams helped Bremerton gain the best score of our top 10 places in the leisure category. Some newcomers don't find work, however, and unemployment has risen by about a full point from 4.6% last year. Often, there is a mismatch between new arrivals and the available jobs: some openings are highly technical posts; others, like ones for retail salesclerks, pay only $5 an hour, not enough to support a family. ''We're in much better shape than the rest of the state or the nation,'' says Linda Burgess, placement supervisor at the Bremerton Job Service Center. ''But people can't just move here and automatically expect that they'll find great jobs right away.''

3 BRYAN, TEXAS Area population: 122,000 Unemployment rate: 3.2% Three-bedroom house: $62,000 Property tax: $1,200 Top state and local income tax: None Sales tax: 8.25% Robberies per 100,000 people: 125 Annual sunny days: 231

Football fans know Bryan (pop. 58,900) through its neighbor College Station (pop. 55,100), home of the Texas A&M Aggies. But with local unemployment a hair above 3% and some of the most affordable housing in the U.S., people will soon be talking up this hilly southeastern Texas locale even after football season. Data Resources, the Lexington, Mass. economic forecasting firm, calls Bryan the 42nd most recession-insulated metro area in the U.S. Recently, a handful of employers eager to take advantage of the college-educated labor pool and A& M's first-rate lab facilities have set up shop here. For example, A&M University Research Park houses Heat Transfer Research, a consortium of 150 firms. Distinctions between Bryan and adjacent College Station have blurred enough that locals say they live in Bryan/College Station. And the life they lead is generally both easy and inexpensive. A home on eight acres of land with a barn and horse corral sells for as little as $165,000. Commuting takes less than 15 minutes. Getting to a Texas-size city, however, takes a while. Austin and Houston are each a 1 1/2-hour drive away, west and southeast respectively, and Dallas is a three-hour drive due north. If you're considering a move to Bryan, bear in mind that the area's median age is 24. ''A&M offers plenty of cultural activities,'' says Claudette Beyer, a divorced 42-year-old. ''But if you are older than the college students, this community is not a great deal for single adults. I tend to go over to Austin if I want to meet single people my own age.''

4 BOISE, IDAHO Area population: 205,800 Unemployment rate: 4.5% Three-bedroom house: $105,000 Property tax: $1,000 Top state and local income tax: 8.2% Sales tax: 5% Robberies per 100,000 people: 27 Annual sunny days: 214

This city ringed by the northern Rockies enjoyed a year that was happily out of sync with trends elsewhere. House prices leaped 16.7%, defying the real estate stagnation so common around the U.S. And in a time when so many cities are drowning in red ink, Boise expects to show a modest budget surplus this year. Murders and muggings are rare. Trespassing can be a problem, though. The perpetrators: curious bears coming down from the foothills to roam outlying subdivisions. Lately, Boise has quietly turned into a promised land for entrepreneurs. Jerome Eberharter, the 37-year-old founder of the White Cloud Mountain coffee roasting company (annual sales: $1 million), marvels at the local business climate. ''It took only two weeks to get the necessary permits for my new plant,'' he says. ''In most cities it would require six months.'' High-tech entrepreneurs have also taken a shine to Boise. One reason: annual employee turnover in high-tech companies ranges around 2% here, vs. roughly 30% in California's Silicon Valley. Few places offer as many different ways to relax. In early spring, you can swing a nine iron in the afternoon and ski under the lights at Bogus Basin at night. ''Skiing was an hour away in Seattle,'' says banker Patrick McSweeney, who recently departed that city. ''Here, it's 20 minutes closer. And the trout streams are much less crowded in Boise.''

5 LUBBOCK, TEXAS Area population: 223,000 Unemployment rate: 5.1% Three-bedroom house: $78,000 Property tax: $1,500 Top state and local income tax: None Sales tax: 7.75% Robberies per 100,000 people: 142 Annual sunny days: 267

Lubbock likes to boast that it's the hometown of rock 'n' roll legend Buddy Holly. But residents here don't brag much about the many strengths of their quiet, flat, west Texas community. They're content to let Dallas and Houston get all the attention. Inhabitants here will admit, if pressed, that the cost of living is 6.3% below the national average, according to the American Chamber of Commerce Researchers Association. Heating and cooling the average home costs only about $44 a month. It's true, they'll concede, that some 3,000-square-foot mini-estates in suburban Lake Ransom Canyon sell for less than $250,000. And, yes, the weather is pretty pleasant; as long as you don't mind summer temperatures in the mid-90s, you can play softball or volleyball virtually year round. A three-pronged economy -- cotton farming, colleges and Reese Air Force Base -- has kept Lubbock on a roll. A quarter of the country's cotton output comes from Lubbock, and farmers have just seen three terrific crop years. Lubbock is home to 25,000-student Texas Tech plus two smaller colleges. While other military bases are now facing shutdowns, Reese is expanding, pumping some $161 million into the local economy annually. Lubbock's biggest drawback is its isolation. Dallas, the nearest metropolis, is 5 1/2 hours (318 miles) to the east. But Lubbockites think nothing of spending a weekend there anyway, since round-trip air fares run as low as $79. All in all, Lubbock residents say they like living here just fine. Says Matt Malouf, a partner at Malouf's clothing store: ''The people here are friendly. The air is good. And you'd be hard-pressed to find a better place to raise a family.''

BOX: WHERE HOUSE PRICES ARE STILL POPPING

Four of the five metro areas where houses are appreciating the most are in Washington State. Here's how much a typical three-bedroom home rose in value between May 1990 and 1991:

BREMERTON, WASH. 27.6% VANCOUVER, WASH. 20.0 BOISE, IDAHO 16.7 RICHLAND, WASH. 15.5 OLYMPIA, WASH. 15.3

Source: Century 21

BOX: CITIES THAT WORK

Here are the five metro areas, of the 300 we surveyed, with the lowest unemployment rates as of March:

LINCOLN, NEB. 2.0% HONOLULU 2.3 COLUMBIA, MO. 3.0 OMAHA 3.0 LAFAYETTE, IND. 3.1

Source: U.S. Labor Department