After an unprovoked and devastating alien invasion of Earth leaves the planet in tatters the remaining humans must learn to work together and fight the aliens if they are to continue to exist.

Tom and Hal lead a squad in a search for supplies but are ambushed by a rogue gang of humans led by ex-con John Pope, Pope plans to use the hostages to gain control of the 2nd Mass' supply of weapons that they've stockpiled since the invasion began.

Tom and Hal lead a squad in a search for supplies but are ambushed by a rogue gang of humans led by ex-con John Pope, Pope plans to use the hostages to gain control of the 2nd Mass' supply of weapons that they've stockpiled since the invasion began.

Tom and his team head out to track down more motorcycles for the 2nd Mass., relying on Pope to guide them to a good location. They hit the jackpot until they meet some skitters and harnessed teenagers at the bike shop. Back at the base, Dr. Harris and Anne disagree over the best method to gather more intelligence on the aliens.

Hal comes up with a risky and dangerous plan to infiltrate a skitter's lair and rescue Ben and other harnesses kids that are being held captive.

Another resistance militia leader, Clayton, arrives in camp warning of a coming alien assault, and with time running out, Tom and the camp must weigh his offer to take their children to a safe haven.

Hal begins to suspect the farm is not the idyllic safe haven Clayton said it was, and when Mike stumbles upon the horrifying truth, he and Hal find themselves up against an unforeseen enemy.

Captain Weaver's mental condition continues to deteriorate causing trouble for Tom and Hal when he joins them on a reconnaissance mission, Back at the high school Pope constructs a potent weapon to use against the aliens and Anne makes a shocking discovery while performing an autopsy on a dead Skitter.

As the assault on the alien base draws closer, tension builds. Tom struggles to come to terms with Annie's new discovery.

Tom stays behind to protect the camp and its occupants, while the rest of the resistance launch an attack on the alien base. Information regarding the aliens motives comes to light.