After watching the first episode of the second season, I wondered why Ben was so angry, especially with his brother, Hal. He was extremely hostile, and not in a younger brother outgrowing his older brother's shadow kind of way. Also, his conversation with his father about sleep seemed like it screamed backstory. So this one-shot was formed.

Added Note: I just went back to edit and fix some things I noticed.

Falling Skies belongs to DreamWorks. No money made on this.


After ninety-six hours without sleep, Ben had to give in. Thanks to the effects of the harness that was once attached to his back, he could stay awake for four days, five if he pushed himself. And when he did sleep, he only needed a couple of hours. Although, if he could have it his way, he wouldn't at all.

Most times he would find a quiet corner in a storage truck, or if he was lucky, a cot in the infirmary bus.

Fortunately, injuries in the Second Massachusetts were few and minor lately, and there were plenty of empty cots. The doctor and Lourdes were out, probably eating their evening meal.

Despite how uncomfortable the cots were—narrow and smelling of whatever disinfectant they could get their hands on—Ben closed his eyes, and the world disappeared.

The rain fell in heavy drops as he ran as fast as his harness-enhanced legs would take him. When his legs ached so much they burned, he knew he'd reached his limit, and it was some limit. His brother, Hal, had chased him full-speed on a motorcycle, and Ben outran it easily.

Not that he was sure what his brother would do if he caught up to him. Hal tried to keep Ben with the Second Mass, but there was no way Hal could overpower or outrun him. And Ben had to get back to the school.

He slid to a stop, at the mercy of his momentum and wet pavement, and saw Skitters climb the wall of the school, their four legs latched to the brick with smooth ease. And the mechs, covered from head to toe in machinery, surrounded the building, trapping the people inside. People who'd volunteered their lives to allow the rest of the Second Mass to escape by keeping their enemy occupied.

Ben only cared about one of the people inside.

In front of him, he could hear some weapons fire, perhaps a rifle and a handgun. In back of him, he heard his brother calling his name, but Ben didn't bother to turn back to look. Instead, he hopped on top of one of the mechs and vaulted over the barrier the Second Mass had erected with junk car parts and whatever large pieces of trash they could find to protect the school.

When he landed on the ground on the opposite side of the barrier, he followed the sound of the gunfire inside the school, but not before grabbing a handgun from the holster on one of the bodies littered on the ground outside. He didn't know the man's name, but he thanked him quietly for the weapon.

There was a trail of bodies as he continued, and it occurred to him that the mechs remained outside to make sure no one left the building. The skitters did the delicate work of ridding the building of humans.

Farther down the hall, Ben could hear voices, sounds other humans would never have been able to pick up. He focused on them and heard the one voice he desperately wanted to hear. Inside a classroom that the Second Mass had actually used as a classroom, there were two humans left.

Behind him, he heard a pattering sound and then a thump. It was a Skitter, he was sure of it. He turned around and came face to face with the creature. It didn't move other than to look at him. In there, somewhere, was a brother or sister. Not literally, but it was a fellow human turned into that creature, and once in his life, he had been fully part of that. In essence, he still was.

But this skitter would keep him from where he needed to be. He lifted the gun to the skitter's head and pulled the trigger. The creature crumbled to the floor, and Ben allowed himself one extra second to quietly apologize.

The next second, he sprinted farther down the hall. At the door of the room, he watched two skitters enter, and Ben suddenly realized he hadn't heard gunfire for a few minutes. Were they reloading? If so, it took far too long. But he knew the truth. The people inside the room were out of ammo or overpowered or worse.

Ben leapt across the hall and sprinted inside the room to find the large windows shattered and four skitters inside. One human, a guy about Hal's age lay on the floor, and Ben could tell from a glance that his neck had been snapped.

But the other human, the one Ben focused on, was held by a skitter with an arm around her neck. She could barely talk, but what she managed was simply his name.

"Ben."

She tried to say something else, but her voice wasn't strong enough. It didn't matter. He knew what she was saying. "Why did you come back?"

The skitters stood in the room without moving, and Ben could sense they were speaking with each other telepathically. Although he could no longer receive full communication from them, he still felt their thoughts being sent to and from each skitter in their silent conversation.

The arm of the skitter tightened around the girl's neck and she gurgled. Ben didn't have to "hear" their conversation to understand what they wanted. He slowly placed his handgun on the ground and stood straight with his arms in the air, his palms facing them.

His reaction seemed to spark another silent conversation between them, and then he heard it, their voices in his mind as clear as though they were speaking to him verbally.

"We'll give you the girl if you come with us." He quickly shook off the initial shock of them communicating with him directly, too preoccupied with their offer.

Was this what his father had done for him, according to Weaver? His father had entered the alien ship to save him. Although Ben never doubted it, he realized just how much his father loved him.

He nodded.

The skitter released the girl with a push and she tumbled into Ben. She bounced off of him, and he caught her before she fell to the floor. Her eyes were red, and she tried desperately to catch her breath, but he had her in his arms and that's all he wanted…one last time. She pressed her lips to his and when they parted, she shook her head.

The time had come for him to keep his end of the bargain. He let her go and moved toward the skitters. It surprised him how strong she still was after all she'd been through when she grabbed his jacket.

"Ben, you promised me," she rasped.

He remembered the promise. How could forget? It was in one of the classrooms used as a storage room, and they'd just spent the night together, just holding each other and talking. He'd told her how conflicted he was. Although he understood he was human and the need for humans to fight the aliens, he also felt as though he were betraying family when he fought the skitters.

She made him promise he wouldn't return to them. That he would fight to stay human, always.

But the promise wasn't as important as her life. Besides, it wasn't as though he were willingly going back to them. He could see in her eyes that she understood his predicament, but she wouldn't release him from his promise.

He yanked his jacket from her grasp and continued to walk toward the four skitters. One tensed and Ben stopped in his tracks. Something was wrong.

When he turned to see what had the skitters on edge, he saw her with a gun, the gun he'd brought into the room. She leveled it to them and fired. The bullet entered an eye of one skitter, and it dropped to the ground. The other two scattered to the sides, and one jumped to the ceiling.

They were on her in seconds, faster than Ben could get to her, and one took its long fingernail and punctured the area near her heart. It was the same side as her firing arm and the gun dropped to the floor as her arm went limp.

"Lindsey!"

The three skitters didn't move, but all Ben could see was Lindsey on the ground in a pool of her own blood and skitters surrounding her. She wasn't moving.

He heard himself scream her name, but it was more wild animal than the sound of a human. He saw and felt his movements, but they never really registered in his mind. As of that moment, he was pure instinct.

Another skitter fell to the floor after he had jumped on it, locked his legs around what could be called a neck, and twisted its head until he heard and felt the snap. It was so quick, he was sure he'd startled the last two skitters. But regaining their wits before he could attack them, one grabbed Lindsey's arm and leapt out of one of the large windows; the other followed.

Ben trailed them. The Mechs were withdrawing, the Skitters were retreating, and Lindsey was carried by the arm like a ragdoll in their wake. He couldn't move as quickly as they could, but he would follow them to the ends of the Earth until he did catch up to them. He moved quickly out of the window and through the yard, up the barrier and when he landed on the ground, a large plank of wood hit his face.

He didn't lose consciousness, was just disoriented, but it was enough for the skitters and mechs to disappear from his sight. He was left alone with Hal, in his brother's hands was a wooden plank.

"Lindsey!" he called out. He'd checked every direction they could have gone, but found nothing.

"Lindsey!" he called out again, and again, and again…

Ben's eyes snapped open. He saw the ceiling of the bus above him and remembered where he was, when he was.

This was why he didn't want to sleep. Reminded each time of how he failed her. This was why he couldn't forgive his brother, reminded each time of how his brother stopped him from getting her back.

It didn't matter that Lindsey had asked Hal to keep him away from the school when she volunteered to stay and fight. It didn't matter that Lindsey begged Hal to do anything he needed to do to help Ben keep his promise to her.

There was one good thing to come of it, though: he was no longer conflicted. They killed her, and if they didn't kill her, they would harness her. They took her away from him, and he hated them for it. He would tear through each and every skitter if it meant getting one step closer to her.

Since he'd returned to humanity, since he'd had the harness removed, he felt human but somehow disconnected. It was as though he were trapped in a room looking out of a window at people passing by, living their lives. Lindsey helped him out of that room, and he really started living his life. And now that was gone. All he had left was his anger, his loneliness, and the slightest hope that one day he would return her to humanity like she did for him.