Based on national surveys of employers from 1988 through 2001 and recent key-informant interviews, this paper examines trends in employer-based retiree health benefits. We assess trends in the availability of coverage to early and Medicare-eligible retirees, the cost of coverage, plan choice and enrollment, prescription drug coverage, and recent changes in plan design. During a period of low health care inflation and record prosperity, retiree coverage declined slightly, unlike the coverage of active workers. Indemnity enrollment remains strong among retirees, and employers are cautious about Medicare+Choice because of continuing plan withdrawals. Numerous indicators point to a further and accelerating decline in retiree coverage.