One problem I have with falling asleep (without alcohol) is what I call my "pinball machine brain". It's like thoughts are racing around so fast and randomly my brain feels like a pinball machine. I download books on tape and listen to them while trying to fall asleep. It gives me something to focus on other than all the awful, racing thoughts in my head. I like Frank McCourt's books best. His soft, lilting Irish rogue is very soothing to me.