Out of 90 legislative contests this year, only nine Utah House members and two state senators didn't sign up for re-election.

And while the freshman class of 2005 could be the smallest in 20 or 30 years — depending on convention, primary and final election results — it's clear that incumbent Republicans who are running again have some dissatisfied GOP constituents. A third of GOP senators and 38 percent of GOP House members seeking re-election have intra-party challengers.

Four of 12 GOP senators seeking re-election had fellow Republicans file against them, including one senator being challenged by a fellow Republican House member he calls a friend.

And 19 of the 49 GOP House members also face intra-party challengers. Rep. Don Bush, R-Clearfield, has three Republicans running against him. Reps. Jim Ferrin, R-0rem, and Dave Hogue, R-Riverton, have two GOP challengers each.

Rep. Jackie Biskupski, D-Salt Lake, has three Democratic opponents. She is the only incumbent Democrat seeking re-election challenged from within her own party.

It's unclear exactly why so many House and Senate incumbents have opposition from within their own party.

During each of the past two years, Bush has run a controversial resolution asking Congress to get the United States out of the United Nations. Bush is 80 years old, but he said at the end of the 2004 session that he feels good and believes he can still contribute.

Ferrin has carried a handful of controversial bills, including this year's tuition tax credits for parents with children in private schools (usually a winner with conservatives, opposed by some moderate Republicans.) But Ferrin also co-sponsored a 2003 hate crimes bill and has stood up for compassion for gays and lesbians.

Hogue ran unopposed in 2002. But he, too, has taken some moderate stands over the past two years, which could have angered some on his party's right wing. One of his challengers is former GOP state Sen. Brent Richards.

And Sen. Chris Buttars, R-West Jordan, will have two Republican challengers. Buttars has been a sponsor of tuition tax credit bills, as well as bills banning gay marriages. He is viewed as one of the most conservative members of the predominantly conservative Senate.

Biskupski is the only openly gay member of the Legislature. In the 2004 session, she made several impassioned pleas to her colleagues not to adopt bills and constitutional amendments that would ban same-sex marriages. They didn't listen to her, and both measures passed.

While the Utah Senate has seen some significant turnover the past decade, mainly due to retirements, only two members of the upper body decided to retire this year — Sen. Bill Wright, R-Elberta, and Sen. Dave Gladwell, R-North Ogden.

A number of people jumped into the race for Gladwell's seat, including former House Speaker Mel Brown, who served in a Midvale district in the 1980s and 1990s but has since moved to Coalville, home of his family's dairy operation.

"I'll give it a whirl and see what happens," said Brown, who left the Legislature four years ago in the wake of a nasty divorce and allegations of legislative impropriety. An ethics committee cleared him of any wrongdoing.

"I know the truth about what went on, and even though I can't always determine what others will do, I can live with myself just fine," he said. "My hide is thick."

Only nine House members are leaving, a low number considering in elections past as many as 15 to 20 members of the 75 representatives have voluntarily quit.

Among those leaving this year are House Speaker Marty Stephens, R-Farr West, who is running for governor; Rep. Marda Dillree, R-Farmington, who is again battling cancer; Rep. Loraine Pace, R-Logan; Rep. Scott Daniels, D-Salt Lake; Rep. Judy Ann Buffmire, D-Salt Lake; Rep. Morgan Philpot, R-Sandy; Rep. Jack Seitz, R-Vernal; and Rep. Kathy Bryson, R-Orem.

Moderates in the House are bemoaning the loss of Pace, who apparently grew weary of partisan politics and behind-the-scenes shenanigans. The day after the session, she blasted House Majority Leader Greg Curtis for what she said was improper influence on behalf of a friend, and it cost Logan a new office building, according to an Associated Press account.

"She was hopping mad and wanted nothing more to do with it (the Legislature)," said one colleague.

Pace said her decision not to run had nothing to do with that incident. "I can battle with the best of them," she said. "But I have been in party politics a long time. And being a legislator is a full-time job. There are other things I want to do with my life."

Former Rep. Fred Hunsaker, who retired from the House six years ago, is the only Republican candidate for Pace's seat.

Rep. Darin Peterson, R-Nephi, is leaving the House and challenging fellow Republican Sen. Leonard Blackham, R-Moroni, in their south-central Senate district. Blackham said last month that he was "shocked" by Peterson's challenge, calling him a friend.

The 2003 freshman class in the House — only 16 new members out of 75 — was the smallest in 22 years. The 2005 freshman class could be even smaller, considering how few incumbent representatives are calling it quits.

Of course, party delegates in convention, primary voters or general election voters could oust a few more incumbents, too.

But in 2002, 93 percent of the House incumbents who sought re-election won.

As is always the case, the political vultures circle if an incumbent is seen as vulnerable.

Salt Lake City's west-side Senate seat has been held by a Democrat for more than 40 years. Yet Sen. James Evans, R-Salt Lake, won the seat in 2002 in what is considered an upset. Because of redistricting in 2001, Evans must run again this year for a full four-year term. And three Democrats have filed against him.

For others, serving in the Legislature has taken its toll on personal lives.

Bryson is in the middle of a messy divorce, with fraud accusations made by her husband, Utah County Attorney Kay Bryson. Rep. Bryson filed for re-election, but then got out of the race as four Republicans filed against her.

And Buffmire, 74, one of the most beloved figures on either side of the aisle, has been battling health problems, as has her husband.

Daniels and Gladwell are both attorneys who are returning all their attentions to their private practices. Daniels' east Salt Lake City seat should stay safely in Democratic hands. Democrats are salivating at the chance to claim Gladwell's Senate seat; they almost won it seat four years ago.

Picking up enough seats to break the Republicans' two-thirds majority in both houses will not be easy. Democrats did not even field candidates in 27 House races.

Democrats hold 19 of the 75 House seats. They need to have 26 members to reach one-third, a level where they could stop Republicans from passing contitutional amendments and cutting off debate. That means Democrats must win 7 out of 29 contested races, plus retain all of their 19 seats.

In the Senate, Mike Dmitrich, a Price Democrat who has served longer than any other lawmaker on Capitol Hill, is the only Democrat facing re-election. His seat is considered safe, even though re-districting lumped him in with part of Utah County, a Republican stronghold.

E-mail: bbjr@desnews.com; spang@desnews.com1