WHAT SHE WANTS
A loving friendship with little conflict and lots of space; to indulge in all the thins she loves; to put herself first. [amen IBID ..zoe]

HOW TO GET HER ATTENTION
Contrary to what you might thing, the kind of fiftysomething woman who is chatting up men in bars and restaurants and heading off on pscale singles vacations with her friends is anything but desperate to settle down. "Confident, outgoing, middle-aged women tend to approach sex and dating with a lighthearted, what-the-hell attitude," says Jacobson. "Yes, they'd love to share their life with a wonderful man, but they're also highly independent and able to make themselves happy."

And the know that the healthier and more attractive they are, the more marketable they'll be. "Many of the women I know who are in their 50s are in better shape than women who are 10 years younger, because they have the time and money to devote to taking care of their bodies," Gunther explains. "And the fact that they're living every day to the fullest, instead of worrying about the future gives them a younger, more vital aura."

Quality is definitelly more appealing than quantity at this point in a womwn's life, and a deep , emotional connection in the bedroom is the ultimate goal. "Sex is still as important to me as it has been in the past," says Bernice Haberman, a 55-year-old teacher and guitarist from NYC. "The physical and spiritual aspects are equally improtant now.

What happens outside of the bedroom determines how good or bad it is inside the bedroom." [let me repeat that.. 'What happens outside of the bedroom determines how good or bad it is inside the bedroom.' ..zoe]

If a fiftysomething woman doesn't feel understood or appreciated, she isn't likely to get naked. The more you express how you feel about her and the relationship, the more randy she'll be. [note: this pretty much goes for ANY age! ..zoe] As for adding a spiritual element to sex, don't be intimitated--a litle more eye contact and hand-holding will do the trick just fine.

HOW TO GET HER ATTENTION
Be there on the dance floor, at the pool bar sipping a drink, in the audience at a concert, or behind a stove in a cooking class. "Active women want to be with equally active men," says Testani. "Women in their 50s often end up dating men who are in their late 30s or 40s, because that's who they meet when they're out there doing interesting things or attending singles' events."

Once you're there, you won't have to vie for their attention. "Older woment don't have any of the hang-ups about making the first move that women in their 20s and 30s do," says Benson. "They'll walk up to you and introduce themselves, and if you're not responsive, they don't take it personally." As for that shy woman in the corner, try politely asking her out for coffee.

WHAT TO TALK TO HER ABOUT
The things she loves: [this deserves repeating -- the things SHE loves ..zoe] her favorite music, restaurants, movies, books, travel destinations--all of the potential things that you could enjoy together in the future. "As you move into the next half of your life, the simple pleasures seem anything but superficial," [Amen ..zoe] says Jacobson.

"You really begin to appreciate them fully for the first time." Work and family are still important to her, but romance [dare to dream? ..zoe] is the one part of her life that she still needs a man to fulfill. A return to the kind of dating conversations you would have had in your 20s is much more of a turn-on than talking career strategy.

HOW TO BLOW HER MIND IN BED
The onset of menopause can do a job on a woman's sex drive. [please note, certain Rx can play havoc as well -- what a world, eh? ..zoe] Physically, she's still able to have sex, but psychologically, she may feel less feminine and desirable. The best sex move starts far, far away from your bed . . . on a tropical island.