I think most people eventually move out of D&D. It's great, it's popular, but so many good systems have come up in the meantime because there's so many rules that tabletop games crawl.. and the CRPG genre was invented just from rolling D&D dice.
I love Fate. It's very easy to get into. You can make a character in just a few minutes. You don't have to track a lot of dice in your head. I love the bell curved dice system.
The wounds system is simple yet effective. Hits do a certain amount of damage based on opposed rolls, skill levels, and weapons. Armor reduces damage a few notches. Characters have a stress bar as to how much damage they can take. So a character with 2 stress can take a single 1 HP hit and a single 2 HP hit, or two 1 HP hits (since the first 1 HP bar has been marked off, the second hit will mark off the 2 HP bar).
Once you run out of stress boxes, you can take consequences instead of passing out. Something like a broken leg might be worth 8 stress points, meaning that it can absorb a blow that does up to 8 damage, or even be the result of a 1 damage hit when you've run out of stress boxes. Other consequences like concussion or bruised stomach can be used to absorb lesser blows. The consequences themselves can be 'compelled' by your enemy, meaning that you can compel someone with a "Sprained Wrist" to take -2 penalties on their attacks, or pay a Fate point to avoid the compulsion.
Combats can be settled very quickly under the system, unlike high level D&D games, where the many dice, many characters, and high HP slows down gameplay dramatically.
The system also speeds up dealing with mobs. If you're regularly doing 4 damage (which is about mid-level skill), you can kill 4 measly 1 HP goblins or petty thugs in a single combat round. A skilled ogre doing 6-8 damage can shovel through armies with 2 HP soldiers that way.
It's more of a roleplay based system and less rule based. The system is designed to make problems bloom into more drama/story. You'll probably run into some problems if you've got a min/maxer in your group but overall, the system is simple enough that it can hardly be powergamed.