Jul. 18, 2005 - ATLANTIC CITY -- Robert Chew and his fianc�e passed by the old-timers playing slots at the Showboat Casino, a favorite hangout for the gray-hair set. The couple -- he was sporting Gucci loafers, she was in Seven jeans and a sequined tank-top -- didn't even pause at the blackjack tables as they sauntered upstairs to the grand opening of the House of Blues, where a crowd of eager young fans waited to see the rapper Eminem.

"People used to laugh at me for coming to Atlantic City. They'd say 'Why do you want to go there? It's all old people,' " said Chew, sipping a glass of vodka and tonic. "But no one is laughing now. Everyone wants to come here. This is like Vegas, baby!"

Once defined by the busloads of seniors headed for the nickel slot machines, Atlantic City is now drawing younger visitors looking to do something more than roll the dice. The transformation from a tired resort town to a sexy Vegas-style playground for younger patrons like Chew, 30, and his fianc�e, Amy Nessler, 28, is picking up pace this summer as several flashy new clubs and restaurants make their debuts.

Not everyone is pleased about the newcomers along the boardwalk. Pam Voloski, a 71-year-old regular at the Showboat, came to see what all the commotion was about at the House of Blues, where Eminem was stirring the crowd to a frenzy.

"I don't like the kids being here," she said, leaning on her cane. "I come here to get away from them."

Inside the club, Robin Leach, host of the popular 1980s show, "The Lifestyles of the Rich and Famous", was enjoying the company of the young and the beautiful in the VIP room, where he was surrounded by five young women.

"This is Vegas -- ritz and glitz at its best," said Leach as he headed to the bar for more champagne.

Over the past two years, Atlantic City's casinos have spent $1.85 billion constructing dining, entertainment, and retail venues, according to the New Jersey Casino Control Commission, taking a page from Las Vegas, where nongaming ventures bring in about $4 billion annually.

This summer, more than a half dozen clubs are being constructed or opening, like the Showboat's House of Blues and The Resort's Nikki Beach, fueling a furious race for the freshest pop acts. Instead of Steve and Eydie or Tom Jones, stars like Alicia Keyes, Lenny Kravitz, and Counting Crows are featured on the boardwalk's billboards this summer.

"You used to have all lounge acts or has-beens, but now you have the main acts coming," said Donna Capito, 39, who was dancing and sipping wine with friends during the Eminem concert. "It's really better than Vegas. We got the boardwalk and the beach. You feel like you are on vacation rather than being in the desert."

The $65 million House of Blues is the largest in the national nightclub chain and the newest club on Atlantic City's boardwalk. All of the 12 casinos in Atlantic City from Trump Taj Mahal Casino Resort to Caesars Atlantic City have expanded or are renovating their casinos to add clubs, hotel rooms, and upscale restaurants that will appeal to a younger crowd, according to Joe Kelly, president of the Atlantic City Chamber of Commerce.

Last winter, Tropicana opened The Quarter, a $275 million, three-story complex with nightclubs, stores, and 40 restaurants. Caesars is building $175 million dining, entertainment, and retail complex scheduled to open next year.

Next month, rapper Jay-Z is scheduled to open his 40/40 sports bar and lounge along an entertainment district in Atlantic City. High-end stores such as Gucci and Louis Vuitton have also found a home in Atlantic City.

"I think the marketplace has recognized diversifying a product is a very good thing, meaning dining, entertainment, and retail have been recognized as products that really have a place here in Atlantic City," Kelly said.

Chew and Nessler said they come every weekend to party at the Borgata Hotel Casino & Spa, the two-year-old complex that has been credited as the first to attract younger patrons. After the 43-story Borgata began breaking revenue records, other casinos followed suit, said Dan Heneghan, spokesman for the New Jersey Casino Control Commission.

About 25 percent of Borgata's revenues, or $100 million, comes from nongaming sources, according to company officials. Overall, only 10 percent of the revenues from all Atlantic City's casinos are from nongaming venues.

Larry Mullin, Borgata' s chief operating officer, said the company noticed an untapped market of potential customers from ages 25 to 39, who were going to Las Vegas instead of Atlantic City.

"There just wasn't a product out there that satisfied what they were looking for," he said.

Since coming on the scene in 2003, Borgata, which cost $1.1 billion and is expanding, has set new rules for the boardwalk. While Borgata contends its customers are of every age, tour buses that have brought the seniors into town for decades are not welcomed at Borgata. Instead of offering the free dinners that always drew senior citizens, Borgata offers expensive spa treatments, fancy menus at chic restaurants, and outlets for dancing.

In keeping with its new image, Atlantic City has changed its staid slogan from "America's playground" to the spicier "Always turned on." Billboards dotting the highway leading to the seaside resort feature scantily clad women.

"They do some wild dancing in there. I am from the old school," said Alonzo Clark, 75, who was relaxing on the boardwalk outside of the Tropicana where his wife was playing the slots. "These kids drink and the next day they don't even remember they had a wild time the night before."

Guido Bonvicini, 75, who was sitting nearby, said he enjoys the energy the younger people bring to the resort.

"Actually, I like watching the young girls go by," he said, with a wink.

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