At 8 a.m. Wednesday, the waiting room of Prince William County's health clinic in Manassas filled as fast as a ticket line for a rock concert.

Dozens of expectant mothers, sporting a variety of maternity tops, sat patiently reading fliers about adoption and prenatal care that hung on the wall. Women continued to pour into the clinic, checking in at a window where the wall was painted with a mural of the sea, with an octopus, crab, jellyfish and fish. Toddlers squirmed in their seats, and babies cooed in strollers, carriages and in their mothers' arms.

In a span of 31/2 hours, Alison Ansher, the clinic's only obstetrician/gynecologist, saw about 50 patients. During her afternoon session that day, she saw 40 more. Every Monday, she sees about 20 new patients. "It's a crisis," she said just before she flung her arms in exasperation, accidentally causing a nurse to spill two cups of hot-pink liquid used in tests for gestational diabetes.

At the other end of the county, a part-time OB-GYN has about 120 patients, Ansher said. An OB-GYN in private practice typically has about 25 patients a day.

"That's not an anomaly -- that's every week," said Cory R. Riley, project director of the Community Health Center Task Force, a group looking for a solution to the county's public health woes.

In Prince William, where wealthy newcomers are gobbling up million-dollar homes and officials tout the development of a luxury hotel and a performing arts center, there are more and more people who cannot afford health care, and they are filling the county's two clinics and hospitals. Ansher estimated that three-quarters of her patients qualify for free services and the rest pay between 10 and 50 percent of their medical bills.

This fiscal year, the county is spending $450,000 to open a third health clinic, Riley said. The task force is narrowing in on a site so that a clinic can open by January.

Wealthy residents still outnumber poorer ones, said Jill Allmon, the county's demographer. But the increase in the number of poor residents -- a family of four whose earnings are at or below $37,000 is defined as poor -- has been dramatic. The county's poverty rate climbed from 3.2 percent to 4.4. percent from 1990 to 2000, with the number of people living in poverty nearly doubling to 12,182, she said.

Sean T. Connaughton (R), chairman of the Board of County Supervisors, said Prince William had to make a decision to go forward without federal funds in hand because the problem is so urgent.

"No matter if we are funded from the feds, we will still open a health center," Riley said.

Last year, the county gave local hospitals and outreach programs $275,000 to help pay for indigent care.

In 2003, Potomac Hospital and Prince William Hospital reported a combined loss of $40.5 million in uncompensated care, up from $30.3 million the previous year, according to a county report.

The new clinic would cost $1.7 million a year to operate and would be funded by the county, Manassas, Manassas Park, four foundations and patient fees, Riley said.

The clinic would serve about 3,700 patients annually. An additional 2,000 could be served when the federal funds are approved and received, Riley said. The clinic would have a general practitioner and, when federal funds are in place, an OB-GYN, Ansher said.

In fiscal 2005, the two county clinics served 16,484 patients through more than 39,000 visits, Riley said.

The task force was formed in February 2004 after private and public health officials realized that supply was not meeting demand, Riley said. "The health clinic was overrun. The emergency rooms were overcrowded," he said.