[Jason C]

It sounds to me like you're thinking too much. I have the same problem when I try to fall asleep. What usually helps me is trying to focus on happy, easy thoughts. Instead of thinking of all the stuff I have to do tomorrow, I think of pleasant memories or fun things to do. Sometimes listening to some really mellow music or nature sounds helps too. If you can't stop thinking, try to keep your thoughts loose and flowing and eventually they'll drift off.