Dear Alison,
Sorry, it took a while to get back to you.
Yes, your previous marriage would be grounds for a likely annulment.
I said likely annulment because only the local Catholic marriage tribunal can make that decision but based on what you have said, I see no problems:
- receiving an annulment
- marring your new Catholic boyfriend, and
- converting to the Church.
It's encouraging to hear your willingness to raise your children in the Catholic faith as this would be a required obligation by both you and your non-practicing Catholic friend in order to be married in the Church.
Practicing the faith and receiving the sacraments in a state of grace will help big time when making important decisions throughout the week.
Make an appointment and talk to the pastor at your, or your boyfriend's, local Catholic parish to get the ball rolling and . . .
Welcome to the Family!!
I hope this helps,
Mike
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