3 A.M. (Song) by Rob Thomas (Matchbox Twenty)

"Zachary, come here, you need a jacket. Do you want to catch a cold?"

With a huff little Zachary walked all the way back over to his mother as she placed the jacket on him. Before he could turn and run to the front door she gingerly placed a kiss on his forehead.

"Uh, MOM!" he whined.

She only smiled down at her son as he continued to wipe furiously at an invisible mark.

She says it's cold outside and she hands me my raincoat

"Did you remember your coat?" his mom called out, one cup of hot chocolate in one hand and a newspaper in the other.

"Yes, mother," Zach replied back now slipping on his boats. "I remembered, I always remember. You can stop worrying about it."

"Did you remember the books?" she asked nonchalant.

There was a pause and then soft footsteps were running quickly up the stairs. Mrs. Goode only smiled at her son's forgetfulness who was now older but maybe not wiser. Eventually he would grow out of it, hopefully.

She's always worried about things like that

"Are you sure?" she asked him one last time. He nodded looking solemnly at her.

"I'm sorry Mrs. Goode," he replied before he started packing up his kit.

There was the slam of the front door and then Zachary was pocking his head through the doorway. He was starring at the stranger before turning to his mother.

"Mom, what's going on?" he asked, puzzled.

She patted the spot next to her. "Come here, son, there's something you should know."

Slipping his backpack off Zach left it by the doorway. Cautiously he walked over to his mother still keeping close eyes on the stranger.

Reaching up he pulled himself up next to his mother. He looked at her carefully taking notice that her skin was paler and the bags under her eyes were darker. "Mom what's wrong?" he asked already not wanting to hear it. This had to be his imagination getting carried away and playing mean tricks on him.

His mother wrapped her arms around his shoulders placing a gentle kiss on the top of his head. "Nothing can stay the same Zachary and nobody has complete control over what happens. It just happens. It might as well be because of you." She looked at her son who had his head turned up. His eyes were filled with concern and guilt. "But it's not," she added softly.

Well she said it's all gonna end and it might as well be my fault

She tapped her fingers on the glass in a rhythmic pattern. It had become a habit of hers. Sighing she looked over at her alarm clock. The numbers glowed brighter than usual to her, or maybe it was because she was drowsy. They stated that it was a quarter past midnight.

Sleep wouldn't come easily to her tonight she thought before she heard the distant roll of thunder and then the rain started pouring down.

And she only sleeps when it's raining

Zachary Goode woke up with a start. He rubbed his eyes keeping his ears on high alert. Another scream ran through the house as Zach stepped out of bed, grabbed a water bottle off his dresser, and held it behind his back.

He stepped with great caution down the hallway, past the front door, past the staircase, thorough yet another hallway, and into his mother's bedroom.

There he dropped the bottle and it rolled past the door and back out into the hall.

His mother lay there on the floor in pain letting out another scream that sounded strained.

And she screams and her voice is straining

"Baby," she says to her son as they now sit at the kitchen table.

And she says baby

She stares at the kitchen clock. Muttering almost under her breath, "I must be lonely."

It wouldn't have mattered had she said that statement as soft as a winds whisper her son still would've caught every word. He was being trained by her for that.

"It's three in the morning," she added. "The loneliest time of day."

Zach couldn't help but notice how hoarse her voice was starting to become and that was scarring him more than anything. Mothers weren't supposed to become weaker, not yet.

Its 3am I must be lonely

Calling her son back inside she takes a quick look up at the now grayish sky.

Now inside the house Zach looks up at his mother with green wide-eyes. "What is it, mom? Is something wrong?"

"No…I…Baby, I just want to talk to you for a few moments." She leads him back to the kitchen table they always seemed to be sitting here these days.

She says baby

"It's a scary thing," she states, her voice cracking slightly. "One we haven't talked through."

Zachary shuffled his hands around not bothering to hide his uneasiness. This wasn't something he wanted to discuss. Mainly because he was afraid if it was said out loud that it would somehow be more real. It wouldn't be something he could simply ignore anymore, pretend it was happening even when he found his mom lying on the floor in pain.

"Zachary, I know that you don't want to talk this through, but we need to. Okay?" she asked but her son didn't respond. He continued starring straight at his hands. "I know you're scared about this Zachary, you're not the only one. Sometimes I'm scared too."

A tear started to fall down Zach's cheek as he finally looked up at his mom. "This isn't supposed to happen! You're not supposed to get ill! You're not supposed to be scared!" The more tears that fell the angrier Zach got. "IT'S NOT FAIR!"

He knocks the chair down as he runs out of the room leaving his mom now in tears. "Oh, Zach, it never is," she whispers to no one.

Well I can't help but be scared of it all sometimes

Today was one the worst days to be out as the rain just poured and poured down. Zach rested his arms on the windowsill and his head upon his arms, starring straight out the window up to the sky. Even though it had been days since he had his temper-tantrum episode there was still anger inside of him. He wanted something or someone he could lash it out on, but that didn't seem possible as the only person he saw these days was his mom.

As if on cue he heard his mom say, "Do you want to know what I believe about the rain?"

He looked over to see her leaning against his doorway. She was always leaning or sitting or lying when Zach saw her. He never saw her stand completely straight and still anymore and rare times did he see her walking.

"What?" he asked trying to keep his eyes and thoughts clear.

His mother walked slowly over to him before kneeling down beside him. One hand rested on his shoulder as they both stared out the window. Bending down she whispered to him, "I believe the rain has power, a special kind of power. Most people consider it a bad omen but I see it as the exact opposite."

"Mom," Zach said not believing a word his mother was saying. Sure, people considered rain a bad omen, but to Zach that was nonsense, pure nonsense. Just as believing that it was a good omen or that it had power. This was all something you told a little kid just to make them feel better. To give them hope or give them something to blame when there was nothing else they could blame. Zach might be young but he was too smart to fall for any of this.

"Shhh," his mother continued to whisper to him. She wasn't letting him out of this. "I believe if we pray enough the rain will wash away all our worries," she told him as he looked up at her with tired eyes. "Trust me, Zach, just trust me."

And the rains gonna wash it away I believe it

"I have hope," she tells her son as they wash the dishes together. Although she is sitting on the counter top and he is standing at the sink.

Zach nods as she hands him a dish. In his mind he can't help but think at least it's something, which is better than nothing.

Shes got a little bit of something, God it's better than nothing

Holding the picture frame she stares down at it before handing it off to Zach. "Do you remember your father, Zach?" she asks him as he looks down at the picture.

Four people stand there all smiling, all looking healthy, no worries plaguing their minds. "A little," he admits handing the picture back to his mother. "I remember that he really liked pancakes. He had to have them every Sunday when he was home. And he…he loved baseball. He always played with Peter and me when he could. The last thing he was teaching me was how to throw a perfect spiral."

His voice had cracked through the recollection but his mother ignored it as she set the picture back on the mantle.

"Ah, Peter," she says, her fingers touching and stroking the picture of the sturdy looking boy. "You and your brother got along fairly well. More than most at least." She went back over to the couch sitting next to Zachary.

Zach laughed and it sounded right, healthy in a way. Laughs weren't something heard often in the household these days. "Yeah when he wasn't trying to shove me down the laundry chute."

"Well, I admit you had your moments where you fought, but what brothers don't. Overall it was a good life. It still is a good life," she says smoothing at out his hair.

While Zach might not agree he doesn't doubt for a second that his mother completely and utterly believes she has the perfect life, the good life. Even when she's lost a husband and a son and is dying herself. Zach doesn't understand how she can be so optimistic, how she can see this when he can't get over the simple facts.

And in her color portrait world she believes that she's got it all

She continued to stare night on end at the starry sky and one night her son decides to come out, curiosity finally getting the better of him.

"Mom, why are you always starring at the night sky?" he asks her. Joining her on the wet grass that's been soaked with the almost unbelievable amount of rain they had been receiving the past few months.

"Because something is not right," she tells him which only makes him more confused. "Something is very off about the night sky."

"What do you mean?" Zach asks looking up and seeing nothing out of place for himself. There were the stars and the moon and…hey, he saw a shooting star. Wait, oh, that was a jet, possibly.

"The moon it's not hanging where it should be."

"What? It's in the sky?"

"I know that silly," she patronizes him sounding more like a sister than a mother. "But it's lower than it should be, than it used to be, I swear."

"Okay, mom, whatever you say."

She swears the moon don't hang quite as high as it used to

And she only sleeps when it's raining

And she screams and her voice is straining

She says baby

Well it's 3 am I must be lonely

Whenever she says baby ah yeah

Well I can't help but be scared of it all sometimes

And the rain's gonna wash away I believe this

Hanging the last frame up Zach stood back to see his work before turning around to his mom who sat on the far end of the couch. He smiled at her even though she looked worse than ever. It had been more than a year and with all the praying they both had been doing she wasn't getting any better.

"Perfect," her mom said. Then in a split second she added, "Picture perfect." She laughed at her own pun as Zach only nodded and smiled.

"Funny mom, real funny, you should be a comedian."

She shook her head at him before continuing to stare at all the pictures now hanging up on the wall. It was one of her last requests to have everything that happened in the past to be hanging up proudly. After all this was what life was to her as she told her son countless of times when he asked why she wanted this done so badly. Life was getting better in her opinion.

She believes that life is made up of all that you're used to

"Alright you're all set, Mrs. Goode," he says stepping down from the ladder.

"Thank you, Chuck. For all your help over the years, really."

Chuck nods graciously, smiling, and tipping his hat off respectfully. "Anytime, Mrs. Goode. It's no problem fixing the appliances or gadgets."

Zach had walked into the bedroom having now gotten home from school. "Has the clock been fixed finally; it's been days since it stopped working.

"Three to be exact," she says an eyebrow lifted at her son as she remained seated on the trunk.

"Yes, mom, I know it's been stuck at three for three days."

"What an uncanny coincidence," Chuck states with a ladder tucked under his arm. He nods at the both of them. "Goodbye Mrs. Goode. Zachary. Aren't you getting taller?" With all that said he left.

Zachary had remained in smiles even though the statement about height was really getting annoying to him. However, he pretended not to mind and he was good at that.

"Zachary, he only meant best even if you are getting tired of the statement. It's just something everyone will tell you at one point or another."

Okay, so he was good at pretending in front of anyone but his mom. But hey, isn't that what moms were best at catching.

And the clock on the wall has been stuck at three for days, and days

There was a moment of silence.

"So…"

"Don't even start mom," Zach said busying himself by cleaning the kitchen counter. "She was only wondering if the Petersons lived in this neighborhood. You know Mark and Adrienne? That's it," he stated before working on the stove.

Although the stove didn't need to be cleaned; Trinity had kept the house in pretty great condition. That was her job after all taking care of Zach's mom and the house for the years now since Zach had enrolled in Blackthorne Academy for Boys and was no longer able to stay with his mom during the school year.

But now it was summer and he was older and his mom was taking full advantage of it.

"Yes, but you never know. Your true love could be just be standing on the porch one of these days," his mom told him ignoring the look her son was giving her. "Have I told you that's how I first met your father?"

"Yes, mom, it was during a mission in a place that's classified. You've told me that story over and over," he said walking over and grabbing the crumb-filled plate in front of her.

"I'm just saying you never know," his mother replied leaning back in her chair and watching how her son reacts.

"I know mom, you keep telling me that and you know what maybe I'll ended up running into her in an elevator at a classified place."

A certain light shinned in his mothers eyes even though she knew he wasn't be serious. "It's always a possibility," she said a smile stretching across her face.

"Mom it was a joke. I…" He threw his hands up in surrender. Looking at her he asks, "You really do think a way to happiness can be on a porch, don't you?"

"Like I told you before its how I met your father. You wouldn't be here otherwise."

She thinks that happiness is a mat that sits on her doorway yeah

"We have had the longest drought of the century in this state this year and it was only a few years ago we had the strongest down pour of rain. How strange of an occurrence don't you agree Mandy?" The TV droned on but she ignored their foolish bantering. She just remained looking at the dying plants outside wondering how people thought rain was a bad thing—a bad omen—when it brought life and to her hope.

"Ma'm your son is on the phone," Trinity said handing the phone over to the woman who took it with shaking hands. "Are you okay?"

Taking one look at Trinity she shook her head. "No," she said barely higher than the sound of a breath. The phone fell out of her hand to the ground and a moment later she fell with it.

But outside it's stopped raining

Yeah and she says baby

Well it's 3 am I must be lonely

Whenever she says baby ay yeah

Well I can't help but be scared of it all sometimes

The rain's gonna wash away I believe this

Well it's 3 am I must be lonely

Whenever she says baby

Well I can't help but be scared of it all sometimes

"You have to understand Zach it's amazing she lived this long, this many years. Really you should be grateful for all the time you were able to spend with her some people aren't even lucky to get that."

A/N: My first song fic ever and I really liked the way it turned out. I felt compelled to right this and wrote it non-stop. It was actually fairly easy to write so I hope you enjoy it and review.