Loudoun County, Fairfax's neighbor to the west, has become a shopping destination -- and a tony one at that.

Loudoun's rapid growth and ranking as the third-richest county in the United States -- Fairfax County is fifth -- have caught the attention of high-end retailers such as Nordstrom and Wegmans grocery. The median household income in Loudoun, according to the 2000 Census, is $80,648, up 19 percent from 1990, when county residents had to drive to Fairfax to shop at a mall or browse a department store.

"It's a reaction to the growth of Loudoun County and the growth in affluence in the last 10 to 20 years," said Jim Farrell, principal at Madison Retail Group in Washington. "At first, it was a lot of people moving from Fairfax to Loudoun for more affordable housing. But when AOL and the WorldCom campus moved in, you had many of their employees building incredible homes [in Loudoun] and spending incredible amounts of money for those homes."

What followed was retail.

"Loudoun County is a wonderful, family-oriented community, with a lot of potential for continued growth. We wanted to build a store that was closer to home for the folks who live in Loudoun County," said Kylie Allensworth, a spokeswoman for Nordstrom, which opened a 144,000-square-foot, two-story store at Dulles Town Center in September although Nordstrom was already at Tysons Corner.

"It was a little surprising that Nordstrom would go just seven to eight miles to the west of their killer store in Tysons," Farrell said. "But they determined that many were traveling to Tysons from Loudoun."

At the same time, many western Fairfax residents shop and dine in Loudoun, a closer trip than Tysons.

Ann Taylor Loft, Bombay Kids, Pawsenclaws & Co. and Sharper Image all followed Nordstrom to Loudoun and are located in what the mall calls its "upscale wing."

Wegmans Food Markets, a mammoth grocery store based in Rochester, N.Y., that touts fresh local produce and high-end food products, plans to open a 135,000-square-foot store, its first in the Washington area, near the AOL campus, probably in the spring of 2004.

"We choose an area where the population is growing, but we also need a site to accommodate large food markets, at least 15 acres," spokeswoman Katie Crane said. The store focuses partly on ready-made meals because of the high percentage of two-income families in its target areas.

Once word spread that Wegmans was coming to Loudoun, "the whole line of grocery stores stood up and took notice," Farrell said.

Leesburg Corner Premium Outlets opened in 1998, a year before Dulles Town Center, featuring such high-end stores as Barneys, Brooks Brothers, Kenneth Cole, Burberry and Jones New York.

"Prior to developing, we do research about demographics," said Jean Guinup, a spokeswoman for Chelsea Property Group, which owns the outlet mall. "It was obvious . . . Loudoun County was an affluent community."

More upscale names have opened at the outlets in the past two years, she said. "That certainly is commensurate with the customer, a very educated consumer, value-oriented," she said. "Very often, that does go together with having the discretionary income to shop. You can see the metamorphosis from when we first opened."

The huge Loudoun housing market and population boom attracted many furniture and home furnishing stores at the outlets, such as Williams-Sonoma, Home Elements, Crate & Barrel, Waterford and Le Cruset.

Lease rates at retail spots in the county fluctuate greatly, Farrell said. But the days when Loudoun's retail price per square foot was much cheaper than that in Fairfax are likely long gone.

"It's pretty evident that retailers see Loudoun County as a pretty desirable area," Farrell said. "Because of that competition, lease rates have definitely escalated over recent years."

Although Nordstrom has an established spot at Tysons Corner, the high-end retailer opened this 144,000-square-foot store just a few miles away at Dulles Town Center in September because it wanted to be more accessible to shoppers in Loudoun, the nation's third-richest county.With families moving into Loudoun in droves, Bombay Kids set up shop in Dulles Town Center to tap into a new customer base.