Winona woke up at 11AM in an incredibly comfortable bed. She stretched out-luxuriating in her morning glow, and enjoyed the sensation of Alan's wonderfully soft sheets against her bare skin. From his bedroom she could hear him tinkering away in the kitchen, and she smiled and blushed, remembering the night before.

Winona and Alan walked hand in hand down the streets of san Francisco. The night air had a crisp chill in it, and she had his scarf wrapped around her shoulders. They had just finished a wonderful dinner at a brand new French restaurant, and had closed the place down spending hours upon hours lingering over their coffee discussing the theoretical properties of the Kobyoshi Maru test. Alan was working with a young professor named Spock to make sure it couldn't be beaten.

"I never realized it was actually impossible!" Winona laughed as the wandered the abandoned restaurant district.

"Well...not technically….that would be too easy. Theoretically there is a 1 to 546,423 shot it can be beaten, but... there's a trick."

"What's the trick?"

"I'm not supposed to tell you the trick."

"Why not!?"

"The trick is classified."

"That's not fair! You can't tell me there's a trick then tell me that you can't say what it is!"

"I'm sorry!" he laughed.

"Please! I really want to know now!" she begged.

Alan rolled his eyes, "OK-but this is TOTALLY classified!"

Winona held her hand up in an oath, "On my honor as a Starfleet officer…."

"The trick is…" Alan pulled her close and whispered in her ear, "The com officer would cut the com line on the ship, and disable the hail screen. That would disable the ship's ability to target - and eradicate the slight targeting delay and the ship would have a 1 in 10,000 chance of hitting the main Klingon Warbird's thrusters blindly at just the right time, causing it to spiral into the others."

"WHAT!?" Winona cried. "That's ridiculous! No one would ever do that!"

"That's the only way….."

"That's cheating..."

"That's the point of the test. You loose. "

She shook her head laughing, "Those poor kids."

"They get over it. It helps that everyone else loses too. Speaking of which….If Kirk passes, and I'm still dating you...I'm in HUGE trouble."

"Don't worry, I won't tell him."

Alan's eye's lit up, "Does that mean I have a shot at possibly still dating you two years from now?"

Winona blinked, that hadn't been what she meant, but….they were having such a fabulous time. Since sending him the photo they had been in regular contact; they daily com sessions were actually becoming her favorite part of the day. His too, she could tell. She felt alive in a way she hadn't in a long time; nervous, excited, giddy. It was almost like she was 23 years old again.

"Maybe", she said shyly, surprising herself.

They continued walking in silence, "Winona", he said suddenly, "I want you to come home with me."

She felt herself blush.

"But", he continued, "I want it to mean something. I haven't been seeing anyone else since we last went to dinner, and I don't want to. We don't need to rush or force this, but ….I'd like to let this happen. Whatever this happens to be."

Winona swallowed, silently contemplating his declaration. Did she want this? She had spent night after night after each com session wondering. He was so nice, kind, funny smart, but there was more. She felt an odd connection with him, a chemistry she couldn't define. The only person she'd ever felt this way with was George, but that didn't make sense either. Alan and George were polar opposites in every way. But somehow, unlike with Frank, she didn't feel the need to compare them. Could she really fall in love again? She didn't know, but she was suddenly nervous about sleeping with him.

"OK', she said tentatively.

When they got back to Alan's townhouse she allowed him to take her by the hand and lead her up the stairs. On the walls she saw photos of his daughters, who she knew by now, were the center of his universe. She found herself being lead into a large bedroom, with a gorgeous wooden four poster bed in the center.

She suddenly pulled him towards her in a passionate kiss.

They had shared small kisses earlier in the night, but this was different. Different too from the one they shared on his sofa two months ago. In it was all the built up frustration he felt from being pushed away. As their kiss lingered on, Winona felt the walls she had constructed around herself come crashing down. It had been so long since she'd allowed herself to be vulnerable or emotionally connected with a man, but there was something about Alan that made her trust him implicitly.

She felt her legs hit the back of the bed, and realized this was really happening.

Between urgent kisses she unbuttoned Alan's shirt and allowed him to slide her dress down her shoulders and fall to the floor. Breaking their kisses she sat back on the bed in her underwear and thigh-highs and watched while her removed his shirt, undershirt and slacks, and place them neatly over his chair. His body was nice for a man in his 50s. He was still sort of skinny, but he seemed to take good care of himself. She bit her lip as she stared at a little tuft of brown hair on his chest, which was greying along with the hair on his temples.

Sliding over her he took her body into account. She could tell he was impressed. Moving back towards the head before she peel off her thigh-highs and undid her bra.

His mouth was back on hers again as he slide his hand upwards to touch her breasts. He wa gentle at first, but began squeezing it with increasing urgency, while he kissed her long white neck.

"Winona", he breathed in her ear, "so beautiful…"

She giggled, allowing her skin to receive his hands and lips.

"What do you like?" he whispered, "Tell me… how do you want me to make love to you?"

WInona felt her heart quicken as he continued massaging her now aching breasts.

"This is pretty good", she laughed softly. She lifted her butt off the bed, and slid off her panties.

"Can I kiss you?" he asked her..

"Yes…" she practically purred.

Alan shifted downwards on her body, and began gently sucking on her nipple, "Like this?"

"Yes!" her breathing quickened.

Alan grinned and increased the suction over her nipple, and started toying with the other one in a less than delicate fashion. She felt like she was on fire! She wriggled in her naked-ness underneath him as her practically worshiped her breasts, constantly looking at her face to read if he was going to hard.

Winona felt the wetness between her legs increase, started involuntarily bucking her hips up to reach his clothed erection.

"Not so fast" he teased her.

"Oh...Alan...come on…."

He moved back up and kissed her lips, now with a harder, biting edge, causing her to moan in a heat of passion. She moved her hands up and down his torso, and tried pushing his boxers down.

"I'm not done with you yet" he whispered against her forehead.

He rolled her onto her side, and wrapped his arm around he waist, stroking her between her legs, gently caressing her sensitive clitorus, while kissing her back.

"Oh my god...Alan!" she gasped, feeling an orgasm begin to build.

"Ummm hummm…."

Removing his hand she pushed him onto him back. Before he could stop her she climbed on top of him. "Do you like this?" she asked, repeating his earlier questioning with a devious smirk.

His eyes raked her body as she straddled him , "Yes...I definitely do", he said almost laughing.

"Make love to me", she said, simply - there is was. Her own admission that she did want to be with him in more than just a casual way. She had only uttered that phrase to one other person in her whole life, but she meant it when she said it to Alan.

"With pleasure", he said with a smile.

Winona felt him pulled off his boxers.

"Should we use a condom?" she asked, unsure. "I've ummm...well I got a full physical for my last assignment …"

"I'm up to date" Alan said , "But if you're more comfortable…"

She shifted back and immediately guided him inside her, allowing a wave of pleasure to wash through her core.

"OH ggggggggodddd" he breathed as she started to move.

Winona felt her nipples harden as he intently watched her breasts bounce while she rode him, and a wonderful sensation began radiating from her vagina. She tangled her fingers in his salt and pepper chest hair and felt him bend his knees to give himself more leverage to thrust deeper and deeper.

Suddenly, she was on her back. Alan had flipped her over and had hooked his hand behind her knee to give himself more leverage. He picked up his tempo, and Winna heard herself cry out, abandoning herself to the wild tremors coursing through her blood.

"Go harder", she cried out, feeling herself tipping over the edge when he obliged her.

"Alan! I'm gonna come, I'm gonna…" she gasped as words failed her, and a deep orgasm washed over her, leaving her breathless and weak. She felt him give a few more quick thrusts into her body, and pull out just in time to finish up in his boxers.

Gasping for air, she wordlessly rolled into his arms and allowed him to pull his duvet over them. She felt him tenderly stroking her hair, and smiled as she was overcome by a feeling of great contentment. "That was great", she whispered as she snuggled into his chest.

"You weren't so bad yourself!" he quipped.

She gave him a look, then went back to toying with the hair on his chest. "What time is it", she yawned, suddenly exhausted.

Alan laughed, "Like 11:45"

"Oh god….we really are old, aren't we?"

"I prefer to think of myself as aged to perfection!"

Winona just rolled her eyes.

Her musings were suddenly interrupted by Alan wandering in with a heavily laden breakfast tray. She sat up, and suddenly became aware that she was still naked beneath the covers.

"So...we have an omelet, fruit and black coffee. Is there anything I'm missing?"

Winona just laughed, "You didn't have to go through all this trouble!"

"Yes, I did." Alan said very seriously. "I have spent 29 years waiting for a chance to get you into bed. I thought VERY carefully about what I would do if I ever managed it."

She burst out laughing, "Are you ever going to let that go?"

"Nope."

"Oh well...I guess I could get used to this."

Alan leaned forward and kissed her on the forehead. "I hope you do."

Winona and Alan fell into an easy routine. When she came back to San Francisco after her assignments, she usually stayed with him in his town-house. Little by little more of her things moved from her loft to his home, and little by little, it began to resemble more than just an amalgamation of furniture and papers.

It helped alot that both sets of kids were supportive. Jim had already given Alan his seal of approval, and Sam, desperate to make up for the mess he still thought he had made of her marriage to Frank, seemed thrilled that she'd found someone new. Becky still harbored and enormous crush on Jim, but he seemed to enjoy the attention of two doting teenage girls. Though he vehemently agreed with Alan that Becky was FAR too young to date. Her son could be quite hypocritical sometimes. She wondered, abstractly, what would ever happen if Jim were to have a daughter of his own. Considering his history with women, he'd probably freak out.

Alan accompanied Winona out to Idaho for Sam's wedding. He even helped her reel Sam in when Jim got him rip roaringly drunk before the rehearsal dinner. Anna had been livid. She and Jim still didn't quite get along, but he had been actively trying t get back in her good graces since joining Starfleet and getting his life back together.

Two years into their relationship, Winona finally met Josephine, Alan's ex-wife and the mother of his daughters. She too was surprisingly support of her ex-husband dating. Apparently Winona had been a good influence on her daughters. They were at an age where they had been dumbing themselves down to attract the attention of boys. Winona, a clear genius, had allegedly caused them to rethink that decision. They reasoned that if someone as beautiful as her could be as candid about her intellect as she was….perhaps there was no reason to do poorly in school .

A year later, Winona and Alan purchased a gorgeous condo together. It overlooked the water, and was far enough from the city, that Winona could actually get some decent sleep. It struck her as odd that she was purchasing property - very expensive property at that- with a man she wasn't married to, but, at 54 years old, she was over people telling her what to do.

Starfleet began cutting back her longer term assignments, and sending her to the Academy more and more to train the next generation of navigation specialists. It worked out nicely….she was able to spend more time with Alan, and fixing up their new condo. She was also more likely to be around when Jim came back from assignment. She still couldn't believe Starfleet had given a 25 year old a starship! Even if he did technically earn it by regulations. But she was so proud of him.

25 years after the fact, she finally learned about Nero….the monster who'd destroyed Vulcan was the same man who had taken her young husband from her. She found it oddly fitting that his son had avenged him, though, she knew Jim didn't see it that way. She was the only parent he had ever know, though he had allowed himself to become very close to Captain Pike, the man who had convinced him to join Starfleet.

That had been a tough day. She and Alan held her baby boy, now 27, as he sobbed at the funeral of his friend, his mentor, and the closest thing to a father he had ever known.

A few days after Pike's murder Alan wandered into their condo's living room. He seemed oddly nervous.

"What's up? she asked. "Please tell me that's not another gift" she said looking at the small box in his hand.

Alan shrugged. They had just celebrated her 56th birthday, and he had gone a little overboard; jewelry, dinner, and a weekend trip out to the country for wine tasting at their favorite vineyard. She had been torn between annoyance at his extravagance, and girlish delight from his generosity. She wasn't sure what she had done to deserve this man, but there was something about him that made her inexplicably happy.

He sat down next to her on their couch and rubbed her leg affectionately. "I wanted to ask you something", he said.

Winona sat up from her lounging position, now curious, "OK".

"We have a good relationship, right?"

Winona frowned, where was he going with this?, "Right".

"How good?"

She blinked, "Great! I'm really happy….we have a ...really good life together…? Why? Is something wrong?"

Alan took her hand, "Five years ago, when we first started dating-"

"Alan, can we please let that go. You were right, I was wrong...I wasn't done with love. I just hadn't found the right person yet….I hadn't found you."

He smiled, "I'm fully aware that I've already won that argument….but, that ummmm wasn't what I was talking about."

"Then what?" Winona asked genuinely curious.

"Frank."

Winona blinked, and looked away, "What does that have to do with anything?" she said, "Why would you even bring that up?"

"I'm sorry!" He grabbed her face, "I'm sorry, I'm ….I'm fucking this up because I'm nervous. Let's start-over."

Alan stood up. When she got up too he pushed her back down, "Stay...sitting….you're fine right there." he said.

"What is going on?"

"Just sit on the couch!"

"Alan-"

Alan ran his hand through his hair, frustrated, "Winona just...stay!"

"Fine", she shrugged, wondering what his issue was.

"OK!" He took a deep breath, and bent down to one knee.

"What are you doing!?" Winona said quickly.

"Shhh-"

"No, wait, what are you doing?" she repeated.

"Can you just let me-"

"Alan-"

"Say this!"

Winona finally quieted, now somewhat aware of what was going on.

"Winona", Alan started. "I know, I know you said you never wanted to do this again. I know I promised we could take it off the table, but….I love you. And I want you to know, that no matter what you say, our life together isn't going to change. We are still going to live here, together, still going to grow old together...still going to watch our kids get married, have kids of their own. We're family now… legal paperwork isn't going to change that. But I thought, on the off chance you've changed your mind, if you would do me the honor, I'd like to stand up in front of all our friends, and family, and commit myself to you. I want to say those vows to you, because they do mean something… I already consider you my wife...my partner….the love of my life...but, I still sort of do want to make it official. So for the first time in our relationship, I'm going to break a promise to you….

"Winona, will you marry me?"

He didn't even get to open the ring box. He was too occupied by her lips against his. Winona had slid off the couch and into his arms without bothering to answer.

"So yes then?" he asked when they finally broke apart. "Just so we're clear."

She could only nod, laughing as he slipped a beautiful diamond on her finger.