When Susan Philips of Los Angeles first met her 88-year-old widowed father's "lady friend," she felt as if she had been propelled into another world, she says. It was a world in which her mother, married to her dad for 60 years, was forgotten.

"It was like 'Who is this woman, and what is she doing with her hand on my father's shoulder?' " says Ms. Philips, an educator and author of "Stepchildren Speak."

With parents living longer than ever, and many of them marrying a second or third time, their offspring are unexpectedly being launched into the world of adult stepfamilies.

In fact, about 500,000 Americans over the age of 65 remarry each year, and most of them have adult children, says Grace Gabe, a psychiatrist and coauthor of "Step Wars: Overcoming the Perils and Making Peace in Adult Stepfamilies."

In addition, the number of men and women 65 and older who choose to live together without getting married has nearly doubled in the past decade, according to the AARP. Almost 266,600 couples in the 65-plus age group were cohabiting in 2000.

The remarried or cohabiting seniors usually believe that their new relationship will be stress-free because their children are grown and out of the nest. But, like Philips, manyreact to their parents' recoupling with a range of intense emotions.

"Often, the children who were supposed to be happy for their parents have a really tough time," Dr. Gabe says. Rather than immediately toasting to their parents' newfound happiness, they often feel strong tugs of loyalty to their other parent, whether that parent is alive or not.

The grown kids may worry that they'll be "abandoned" by their parent or displaced by the new stepparent and his or her kids. And some fear that their inheritance will be appropriated by the new partner, and that they'll inherit nothing when their parent dies, says Gabe.

To cope with such worries, adult children often make the mistake of distancing themselves from their remarried parent and new stepparent. They call and visit less often or assume their parent is too busy or too much in love to take time for them.

A better way is for them to express their feelings, be honest about their inheritance worries, and try to stay connected, suggests Susan Newman, a social psychologist and author of "Nobody's Baby Now: Re-inventing Your Adult Relationship With Your Mother and Father."

"Take it on yourself to be the person in charge of keeping the relationship as tight as possible, rather than sitting back and allowing the new partner to essentially run the show," Dr. Newman says. "When your parent gets a new partner, you are reinventing your relationship with the parent."

Ultimately, after a readjustment period, the offspring often feel grateful for the presence of new stepparents in their lives. Once they've accepted their new family members, grown stepchildren generally say they're happy their parents have new partners to love and care for them.

Many also appreciate having an "extra" or new grandparent for their children, and, in time, they bond with stepsiblings.

"I love my stepmom," says Stacy Amaral of Pittsburgh. "She is a wonderful, caring, giving person. I love her for loving my father unconditionally. She's sweet and great to talk to."

Lisa Earle McLeod of Atlanta also appreciates her stepmom for caring for her father. "After my mom died, we all thought, 'Who's going to manage my father?' " she says. "We were so glad a woman entered the scene. My stepmom also became my daughter's grandmother. There is nothing that will endear you more than a woman who steps in and offers to be a grandma."

But before grown children can realize such benefits, they may need to address feelings of jealousy, confusion, and worry, as well as loyalty conflicts.

"I was supportive of my mother getting married after my dad died," says Polly Franks of Richmond, Va. "But it was hard, because I had inner conflicts about my loyalties to my dad."

Another woman, who declined to be identified and had always been close to her father, found that she was jealous of her dad's wife and new children when he remarried and had kids. She worried that her father would love his new children more than he did her.

"Once they got married, I got nasty," she admits. "My stepmom and I went through a sort of cold war, which I have to admit was almost entirely of my making."

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