When I moved to Chicago from Grad School I was pleasently surprised. The theatre scene is considerably better (and cheaper) than NYC, believe it or not.
Yes, yes, I know it now. It's that village built around O'Hare, right?
Some of the food scenes in Chicago are also superior to NYC, and I say that as someone who truly appreciates the Manhattan restaurant scene. San Francisco is a much smaller city, but like Seattle, the indigenous food scene is excellent if different from either a Manhattan or Chicago.