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- Survivors of an alien attack on earth gather together to fight for their lives and fight back.
- The world has been invaded and destroyed by aliens and the survivors organize a resistance. In Massachusetts, the history professor Tom Mason is assigned as second in command of the 2nd Massachusetts regiment. He grieves the death of his beloved wife and tries to protect his sons Hal and Matt. He also plans to retrieve his son Ben that has been abducted by the aliens.
- Tom and his team goes to seek out a weapons armory but they are captured by a gang of marauders led by Pope that demands food, weapons and vehicle to release the prisoners. However, Maggie, from the marauders group, saves them and joins the 2nd Mass while Pope is arrested..
- Dr. Michael Harris joins the 2nd Mass to teach how to save the children captured by the aliens. Hal and Karen try to rescue Ben, but she is captured by the alien and Hal is forced to see the remaining kids killed by a Mech to deliver a message to the survivors. Tom succeeds to capture a skitter alive while Pope is promoted to the new cook of the 2nd Mass.
- Weaver asks Tom to go to a motorcycle shop with Pope and his team to see if the acquire motorcycles and parts to repair their bikers. They see a nest of Skitters sleeping under a bridge, but Tom does not let Pope to attack them. They arrive at the shop and Pope flees and blows up the nest, attracting Mechs. Meanwhile in the school, Anne and Harris disagrees how to treat the Skitter made prisoner and Rick tries to defend the alien.
- Hal comes up with a risky new plan to rescue captured teenagers from the aliens, but it might require putting someone at risk.
- Lt. Terry Clayton (guest star Henry Czerny - The Tudors) of the 7th Mass arrives with word that the aliens are on their way to attack the 2nd Mass.
- Hal takes the lead fighting an unexpected threat against the children of the 2nd Mass.
- The 2nd Mass. prepares to take the fight to the invaders with an assault on one of their bases.
- As the 2nd Mass. Prepares for a major assault, divisions within the ranks threaten to tear the group apart. Tom has difficulty processing the profound implications of Anne's latest discovery.
- Rick flees to meet Megan and discloses the plan of the humans; however, she leaves him behind and Tom brings him back to the 2nd Mass. Captain Weaver requests volunteers to blow up the Skitter base since he does not have any information regarding Potter and the 4th and 5th Mass. Tom evacuates the civilians since the enemies know where they are. When they are attacked by Mechs, Scott and Ben jam their transmission. Tom finds Weaver and rescues him, but they are stopped on the road by Karen that invites Tom to meet her leader; otherwise the 2nd Mass will be destroyed.
- Three months have passed, now mobilized the 2nd Mass. persists on the run without Tom, but a flaw makes them prey to attack. Tom sees the traps of good and evil on the long road home after fleeing, but questions of his escape go unanswered.
- The 2nd Mass pushes on to Charleston, but some are still grieving the group's recent losses. Weaver learns more about Tector's background before the invasion. And Matt begins to bond with a harnessed girl who was found recently.
- When skitters approach the newly combined resistance force, the groups' interaction surprises everyone. Meanwhile, Tom finds out life-changing news just as the 2nd Mass comes face-to-face with their most dangerous threat to date.
- While on patrol together, Ben and Hal try to help a young boy and wind up having their bikes stolen.
- The 2nd Mass meets new faces, while Tom comes across his former mentor and professor Arthur Manchester (guest star Terry O'Quinn). But it's difficult to know whom to trust.
- Season three of Falling Skies opens seven months after the 2nd Mass arrived in Charleston. In the interim, Tom has been elected to political office, but he has his hands full as the resistance continues to battle the alien invaders.
- The 2nd Mass moves into an airport hanger, but the drafty conditions cause Anne to grow concerned about the group's health.
- Tom is still haunted by memories of his time with the aliens and begins to wonder if they did something to his mind. Pope, who is in charge of questioning Tom, plants seeds of doubt about him among the group.
- Hal stumbles across bodies of de-harnessed kids and finds someone from his past. Tom and Anne grow closer. And Weaver's health deteriorates just as Tom discovers he may have been keeping important matters from the group in order to protect them.
- A familiar face returns to the 2nd Mass, but his intentions remain unknown. Meanwhile, a skitter is captured and brought back to the camp as a prisoner.
- Karen and Ben stumble upon aliens and Ben learns why Karen returned home. But he is rescued by Tom and a team that capture an Overlord. The 2nd Mass is surrounded by the enemy and attacked by Skitters and Mechs. Trapped in the hospital, they see Karen offer to let them go free provided they release her Overlord. They do not accept and soon they find a new danger, the crawlies.
- When a mission goes terribly awry, Tom and Pope must rely on each other to survive. Meanwhile, Weaver and company search desperately for two members of the 2nd Mass who have gone missing.
- After the people of Charleston defeat another alien attack with the help of new advanced weaponry, and Tom is invited to meet with a powerful leader (guest star Stephen Collins).
- Things seem much too calm for Tom, making him suspicious of his surroundings.
- Hal finally reveals his internal struggle to everyone, and it doesn't bode well for the Masons.
- The Volm discover a power source for Espheni weapons and encourage Tom to seek its destruction. Hal has nightmares involving his relationship with Karen. The loyalty of the Volm is questioned. The team also discover a mole is among them.
- When the 2nd mass destroys a crucial Espheni base, a relentless enemy is taken down and the Mason family is reunited with those who had been lost.
- Tom uncovers confidential intelligence about the heart of the alien operation. Meanwhile, Charleston prepares to mount an offensive against the Espheni, but a massive explosion brings the operation to a halt.
- The two-year anniversary of the alien invasion is fast approaching as the people of Charleston prepare for another potentially devastating offensive. A sniper attack by an unlikely gunman creates questions and doubts within the new government.
- The Masons run into trouble on the road when a family of outlaws intercepts their search-and-rescue mission.
- On the outskirts of Charleston, just steps away from perceived safety, The Mason Clan and the remaining 2nd Mass suddenly find themselves under brutal attack by a new Espheni war machine - and a new, deadly creation unlike anything previously encountered. Divided like chattel and spread to the winds, The Masons must each forge new relationships and abilities to survive.
- Tom and the remnants of the 2nd Mass learn to pilot a Beamer as part of their plan to destroy the Espheni Power Core, and the group draws straws to see who will embark on the dangerous mission.
- After freeing Matt from the Espheni Youth Camp, Tom encounters two mysterious strangers in the woods, who attack his family before embarking with him on a violent journey. Hal faces almost insurmountable odds as he tries to lead the remaining Volm and 2nd Mass to a place of perceived safety. Lexi and Anne have a difference of opinions - resulting in dangerous consequences.
- The 2nd Mass picks up the pieces after a devastating alien attack leaves Maggie fighting for her life... and Hal fighting for Maggie. Meanwhile, Tom and Dingaan are cut off from the rest of the group, buried under tons of rubble, where they must rely on an Enemy Ship to rescue them.
- Tom and the 2nd Mass hatch an elaborate plan to escape the confines of the Espheni Ghetto. Meanwhile back in Chinatown, after learning from Ben that Lexi has been keeping a deadly secret, Maggie confronts Lexi publicly. At the Espheni Youth Camp, Matt tries to talk Mira out of a dangerous escape plan. While trekking through the woods with her guerrilla fighters, Anne has a flashback to her time in the Espheni Tower with Karen, where a terrifying secret about Lexi is revealed.
- The Espheni reveal their new plan to Tom, and he is faced with an impossible decision. Meanwhile, Weaver and Pope investigate a way out of the Espheni prison, while Matt struggles to hide his true allegiance from the "Team Leaders" at the Espheni Youth Camp. Elsewhere, Anne leads an exhausting search for her daughter Lexi, while Ben's concerns about Lexi's increasing powers uncovers a devastating secret she's been keeping.
- While members of the 2nd Mass attempt to dig out a shot-down Beamer, Tom and a small team follow the Volm to a supply cache in search of equipment to expedite the process. Along the way, they encounter a friend, and must decide whether or not to trust her. Back at camp, Maggie and Ben grow closer as he teaches her to hone her new skills, while Pope and Sara continue to clash, resulting in a fight from which they may never recover.
- Tom's mission to destroy the Espheni Power Core is complicated by Lexi's return. Lexi is forced to take extreme measures to save her father's life - and her own - after a Beamer malfunction. Meanwhile, the second Mass fears an impending Espheni strike by the scorched Overlord.
- With the weight of humanity's survival on Tom and Lexi's shoulders, they must defeat Tom's mortal enemy and find a way to destroy the omnipotent Espheni Power Core. Meanwhile, a new, terrifying Espheni Bomb is dropped onto Chinatown, immobilizing the 2nd Mass and preparing them for Human Skitterizaton.
- After breaking out of the Espheni Ghetto, Tom and the 2nd Mass seek refuge in a Volm hideout, where tensions run high between the Volm and humans. Tom sets off with Weaver and Cochise to find Matt, leaving Hal in charge. Meanwhile in Chinatown, Anne is reunited with Lexi, and comes to realize that the little girl she saw 6 months ago is now a grown woman.
- Tom's life hangs in the balance as his beamer drifts into space during which he encounters a surprising guest. Meanwhile, the 2nd Massachusetts go on the offensive against the espheni
- After months apart, Tom finally reunites with his family and the 2nd Mass. But the joyous reunion is cut short as Lexi undergoes a health crisis tied to her hybrid DNA. The crisis pits family members against one another as they fight over how to deal with Lexi's illness. Anne goes to great lengths to save her daughter.
- Lexi emerges more powerful and ruthless than ever. Tom and the 2nd Mass must work together with the Volm to hold off the invading Espheni forces in what becomes the bloodiest battle of the series.
- A surprise skitter attack leaves the 2nd Mass without food. In desperation, Maggie, Ben, Pope, and Sara go on a dangerous mission hoping to find supplies. Along the way, they encounter a family deeply scarred by the Espheni plan. Maggie must make false promises to insure the 2nd Masses' survival.
- The 2nd Mass discovers the source for the supply of enemy forces, and with the Volm's help, Tom's leadership begins to spread to remaining human militias around the world.
- A mission to procure vehicles and fuel goes awry. Cochise shares troubling news with Anne that will test both her medical and leadership skills. Anthony's mental stability and his loyalties are brought into question. Meanwhile, a desperate Pope takes things into his own hands.
- The 2nd Mass leaves Chinatown en route to what they hope will be the final Espheni battle. Along the way, they encounter a deranged and desperate gunman who takes Weaver hostage. Meanwhile, Tom sets off to rescue Hal from Pope and his dangerous group of survivors.
- Injured, Tom takes refuge with a unique family who has distanced themselves from the fight, giving him a glimpse of life without war. Hal and Isabella's romance grows as they search for a missing Tom. Meanwhile, The 2nd Mass locates an Espheni device that could be a linchpin to winning the war if they can figure out how to use it. And Maggie makes a decision that has consequences for her and the entire 2nd Mass.
- The group finds a safe haven in the form of a functional military base run by Weaver's old flame. Meanwhile, plans spin into motion for a final assault on the Espheni, yet it dawns on the 2nd Mass that things aren't exactly as they seem.