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The Balancing Incentive Program (BIP) and Medicaid Expansion, both key components of the Affordable Care Act, have significantly reshaped access to long-term services and supports (LTSS) in the United States. Medicaid Expansion increased the number of nursing home (NH) residents (Ritter, 2022; Van Houtven et al., 2020), while BIP offered financial incentives to states to enhance non-institutional LTSS, encouraging the use of home and community-based services (HCBS) instead of institutional care. Despite these distinct goals, the combined and independent effects of these policies on nursing home populations remain understudied.This study examines how these policies have affected the composition of long-stay NH residents, specifically the proportions with serious mental illness (SMI), Alzheimer's disease and related dementias (ADRD), or complex chronic care needs, and demographic shifts by age. Using resident-level data, we analyze how Medicaid Expansion and BIP participation at the state level influenced nursing home populations over time. Our findings show that the interactive effects of Medicaid Expansion and BIP resulted in a 6.9% (95% CI: 4.3 to 9.5) decrease in residents under 65 and a 9.2% (95% CI: 5.6 to 12.8) increase in residents aged 80 and over. Additionally, there was an 11.0% (95% CI: 6.1 to 15.9) increase in long-term care residents with ADRD, with a 9.4% (95% CI: 5.1 to 13.7) rise in older residents with ADRD. We also explore how facility characteristics, including state-level policy participation, influenced these changes.By examining the overlapping impacts of Medicaid Expansion and the BIP, this study fills a critical gap in the literature and offers insight into the evolving dynamics of long-term care under federal and state policies.