Major changes in the demographics of aging in the United States have created demands for geriatric care which cannot be met by existing services. Most states have elected to address this policy issue by offering incentives to providers to promote investment in long term care facilities. These offerings have been only marginally successful due to the relative attractiveness of competing investment options. This paper explores provider reaction to policy incentives using a System Dynamics model derived from Catastrophe Theory. Provider behavior is seen as unstable under competing investment options; a behavioral condition which conforms to the typical “Cusp Catastrophe”.