If you drop by the Pizza Foundation, a converted gas station in the one-stoplight high desert town of Marfa, Texas, don’t be surprised to find the latest issue of the New Yorker and thin crust pizza that challenges Brooklyn’s best. The surprise comes when you realize that for Marfa, home to 2,424 souls and roughly 200 miles southeast of El Paso, this funky spot is not so unusual. Welcome to small-town Texas with a hip twist.

Once a railroad water stop called Tank Town, Marfa was renamed in 1882 by a railroad engineer’s wife who reportedly took the name from a character in The Brothers Karamazov, which she was reading at the time.

A military pilot training airport was established here in the 1940s but closed shortly thereafter, leaving the town quietly baking in the West Texas sun. In 1955, locals got a taste of glamour when the classic film Giant was filmed in the area. While on location, the film’s stars, James Dean, Elizabeth Taylor and Rock Hudson, took up residence at the Paisano Hotel. Then, suddenly, they were gone and Marfa was a tumbleweed town again.

But more permanent changes started to take hold in the late 1970s, when the Dia Art Foundation in New York invited artist Donald Judd to install his work on the 340-acre site of the abandoned Fort D.A. Russell. Judd established the Chinati Foundation, an art museum that now shows permanent large-scale work by a handful of major contemporary artists including Dan Flavin, John Chamberlain and Judd himself.

Despite its out-of-the-way location, Chinati attracts about 10,000 art lovers a year. One such visitor is Barry Whistler, a Dallas-based art dealer, who comes for the annual Open House, a weekend of readings, art events, music and lectures. Whistler says that each year he finds something new when looking at the minimalist artwork on permanent exhibit. “Judd’s pieces have these huge boxes that are open on both ends, so when you look through one of those, you’re sort of framing the landscape,” he says. “It’s a nice contrast—the manufactured smooth concrete surfaces against the rough terrain.” Whistler also likes Flavin’s light installations, which have been mounted in the corners of several cavernous army barracks.

For many, the town’s very remoteness is part of the attraction. If you fly into one of the closest public airports, in either El Paso or Midland, you’ll drive for hours through scrub desert on your way to Marfa, passing little more than cactus, telephone poles and the occasional satellite tower or cluster of cattle. Marfa itself is just a few dozen dusty crisscrossing streets—underwhelming at first, even with the grand 1886 Presidio County courthouse at one end of the main street. But it is a place that draws people in.

As more visitors discover Marfa, dilapidated adobe houses that once sold for $10,000 are now flirting with the $100,000 mark. Multimedia web designer Buck Johnston and her boy-friend, woodworker Camp Bosworth, were just passing through when the town grabbed them. “We were supposed to be here five minutes,” says Johnston. “We stayed the night, woke up at three a.m. and said, ‘Let’s look at property.’ ” The pair found an 1886 church and bought it. “We weren’t here even twenty-four hours when we signed a contract,” she said.

The media (New York Times, Vogue Paris, Condé Nast Traveler) have checked in as well, visiting first to view Chinati, then taking note of the East and West Coast urban refugees flocking here. Film-makers Joel and Ethan Coen came to scout locations for their upcoming adaptation of Cormac McCarthy’s No Country for Old Men. Paul Thomas Anderson dropped in to film parts of his upcoming movie There Will be Blood, starring Daniel Day-Lewis. An installation by Berlin artists Michael Elmgreen and Ingar Dragset called Prada Marfa—a mock-up of a Prada store on a remote strip of highway outside town—attracted national press for its opening in October 2005.

Like Barry Whistler, many people first come to Marfa for Chinati’s Open House weekend, which packs the town with enough visitors to double the population. Some folks take a look and decide to stay - not that making a living here is easy. “It’s risky,” says Ree Willaford, who opened Galleri Urbane with her husband, Jason, after moving from New Mexico. “But we believe in what we’re doing and we like Marfa a lot.” During quiet times the couple takes their show on the road. Ree says, “There are times we think, ‘Do we need a satellite gallery in Houston?’ ”

While many compare Marfa to a young Santa Fe, former gallery owner Dennis Dickinson, a former resident of that northern New Mexico art town, knows which he prefers. “As soon as I got here, I thought it was heaven,” he says. Dickinson now runs a gallery, named exhibitions2d, in a spare, white-walled house where he displays paintings and sculptures so fine-lined and minimal, they whisper. About four blocks away, Ballroom Marfa has become a center of the town’s nightlife. The large nonprofit space embraces visual and performance art, and events ranging from shows by singer Patty Griffith and alt-pop band Yo La Tengo to an evening with filmmaker John Waters. Unconventional surprises can also be found outside the city limits. The Marfa Lights—ghostly spheres of orange light that pop up in the yawning West Texas sky— have puzzled visitors to the area for more than a century.

Be sure to stop in at the Marfa Book Co. Coffee & Wine Bar where you can pick up a souvenir like the “I _ Judd” bumper sticker or sip a glass of California syrah while checking email at the customer terminals. In the evenings, the Marfa Studio of the Arts holds art classes and community events, like the recent exhibition of editorial cartoons, that help bridge the cultural divide between new and old Marfa.

Despite all the high art, Marfa is still surrounded by active cattle country. The resulting contrasts are most obvious at the local breakfast joints where grizzled ranchers with dirt-caked boots drink coffee next to bespectacled artsy types lingering over breakfast tacos. Both lifestyles seem to belong in this outpost plopped down amidst endless acres of ocotillo, creosote and rock.

FOR MORE INFORMATION
Visit marfatx.com or marfacc.com. The Chinati Foundation’s (chinati.org) next Open House is October 6-7. Big Bend National Park (nps.gov/bibe), with more than 800,000 acres of natural wonders, is just 125 miles from Marfa, practically next door in West Texas terms. Learn more about the region’s nature, culture and history at the Museum of the Big Bend (432-837-8143; sulross.edu), which recently reopened at Sul Ross State University in Alpine, about 30 miles east of Marfa.

EAT
Pizza Foundation

Crisp thin-crust pizza in a rehabbed gas station. 100 E. San Antonio St.; 432-729-3377; lunch for two, $12

Maiya’s

The town’s “fancy” Italian restaurant has polenta lasagna on the menu—a little new Marfa mixed with the old. 103 N. Highland Ave.;
432-729-4410; dinner for two, $70

Austin Street Café

The humble café puts on a great brunch of “huevos gringos,” a crustless quiche with cream cheese and salsa, a ladle of black beans and a big squeeze of lime. 405 N. Austin St.; 432-729-4653; breakfast for two, $15

STAY
Thunderbird Hotel

A high-design take on the classic American road hotel, which is exactly what this 24-room spot was until its 2005 makeover. 601 W. San Antonio St.; 877-729-1984 or 432-729-1984; thunderbirdmarfa.com; doubles from $115

Hotel Paisano 

The 40-room Paisano shows off its roots as a 1930s cattleman’s castle. Book early for the room James Dean stayed in while filming Giant. 207 N. Highland St.; 866-729-3669; hotelpaisano.com; doubles from $99

NOTE: Information may have changed since publication. Please confirm key details before planning your trip.