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1 :01x01 - Let's Meet Mike and Euan
Writer: Paul Weitz, Chris Weitz
Director: Danny Zuker
Guest star: Joanna Garcia (Ramona), Shawn Woods (Moving Man), Jack Esformes (Customer), Jimmy Palumbo (Cop), Judy Louise Johnson (Latifa), Jeff Mooring (Morris), Daphne Duplaix (Salesgirl), Tamara Braun (Lisa), Berglind Icey (Vee)
Mike, a boy-next-door type, is in awe of Euan, an overly confident womanizer. The two friends move into a New York City apartment complex home to celebrities and the wealthy. Things seem to be as good as they can get -- that is until Euan invites Mike's girlfriend, Liz, to live with them.
2 :01x02 - Feeling Shellfish
Writer: Mike Barker, Matt Weitzman
Director: Mark Cendrowski
Guest star: John David Conti (Bathroom Attendant), Marc Avalon (Waiter), Alicia Rickter (Midnight Laundry Girl), Bethany Joy Lenz (Heather)
Mike and Liz both contract an STD and Mike blames Euan who he is sure is the cause of the infection. The condition puts a damper on Mike and Liz's anniversary as well as Euan's date.
3 :01x03 - A Stroke of Genius
Writer: Danny Zuker
Director: Michael Lembeck
Guest star: Walter Jones (DJ Cheddar), Tammie Vanderpool (Deidra)
Liz discovers Mike's hidden stash of XXX videos, and he's shocked when Liz is okay with it -- she even offers to watch them with him. But this seemingly good situation turns out to be a let-down for Mike. Euan tries to impress his jaded girlfriend.
4 :01x04 - Trust Me or Don't Trust Me
Writer: Tim Kelleher
Director: Gerry Cohen
Guest star: Frieda Jane (Club Girl), Jason Matthew Smith (Boyfriend), Tanjareen Martin (Girl #3), Dana Ward (Girl #2), Vanessa White (Girl #1), Nectar Rose (Danielle), Jamie Anderson (Nina), Jill Ritchie (Michelle), Christina Cindrich (Candy)
Mike hits the town with Chau and Euan and turns down the advances of several woman in order to be faithful to Liz. However, Liz ends up kissing an old boyfriend that same evening.
5 :01x05 - Euan's Brush With Love
Writer: Mike Barker, Matt Weitzman
Director: Shelley Jensen
Guest star: Kristen Miller (Ginger), Vanessa White (Girl #2), Ashley Jensen (Girl), E. J. Callahan (Creepy Man), David Doty (Driver)
Euan goes on a quest to find a steady girlfriend and finds Ginger, an artist who thinks she's leeching off of Euan. Status Quo's new clothing line makes him worry about his street cred. Meanwhile, Liz proves to Mike that skimpy clothing makes him uncomfortable.
6 :01x06 - A Cute Triangle
Writer: Warren Bell
Director: Shelley Jensen
Guest star: Mike Randleman (Guy), Sarah Shahi (Angelica), Perrey Reeves (Brooke)
Liz's sexy friend stays at the apartment for the weekend, getting Mike's hopes up that they might have a ménage à trois. Euan vows to remain celibate with his newest girlfriend, but lends his advice to Mike.
7 :01x07 - Swing Time
Writer: Dawn Urbont
Director: Shelley Jensen
Guest star: Mary Gross (Roberta Platt), Bonita Friedericy (Barfly), Gabe Grifoni (Posse Guy), David St. James (Hooded Guy), Stephen Tobolowsky (Milt Platt)
Mike's parents come to New York for a visit, giving Mike a chance to bond with his estranged father. Things start working out until Euan catches Mr. Platt with another woman.
8 :01x08 - Money or Brother Can You Spare a Ski Trip
Writer: Mark Hentemann
Director: Mark Cendrowski
Guest star: Peter MacKenzie (Jay), Shishir Kurup (Vishwanathan), Michael Keenan (Man), Beth Anne Garrison (Waitress), Marcus Reynaga (Busboy)
Mike takes on a second job at Chau's restaurant to try to solve his money problems. When Euan offers to help Mike out, Mike refuses, so Euan pretends to get Mike a job at his firm when in reality Euan is the one paying him.
9 :01x09 - Marathon Man
Writer: Tim Kelleher
Director: Mark Cendrowski
Guest star: Matt Price (Cole), Beth Anne Garrison (Waitress), Joel Howard (Gay Man #1), Patrick Hancock (Gay Man #2), Mercy Malick (Rachel), Patrick Fischler (Donald)
Euan is the subject of a hot rumor at work after a co-worker tells others that Euan is gay. Meanwhile, Mike is thrilled to meet Liz's unimpressive ex-boyfriend.
10 :01x10 - Guy Gone Wild
Writer: Dawn Urbont
Director: Dana deVally Piazza
Guest star: Ben Bode (Carl)
Mike learns about Liz's wild past and sets out to do things he missed out on when he was growing up. But things take an uncomfortable turn when after Mike and Liz have sex at the office, they discover there were surveilance cameras.
11 :01x11 - The Good, the Bad and the Lazy
Writer: Mike Barker, Matt Weitzman
Director: Jeff Melman
Guest star: Matt K. Miller (Executive #1), Jessica Collins (Kristi Lee), Jason Biggs (Rick Steve), Artie Lee Anderson (Executive #2), Joseph Grimm (Phipps), Tim Monsion (Brooks Dexter)
In desperate need of an enjoyable career, Mike heads to a career counselor. Meanwhile, Euan focuses his attention on his new B-movie actress neighbor.
12 :01x12 - Gas Crisis
Writer: Warren Bell
Director: Mark Cendrowski
Guest star: Sacha Spencer (Amy), Whitney Dylan (Kelly), Ann Marie Rozyla (Woman #1), Rayne Marcus (Kim), Dana Ward (Steffi), Dawn Marie Zienert (Woman #2)
Mike becomes increasingly comfortable with Liz, which leads to behavior that Liz isn't too fond of. Meanwhile, Euan avoids a woman who often breaks his heart and Status Quo works on a new song with Chau.
13 :01x13 - Why Chau Lives Alone
Writer: Michael Shipley, Jim Bernstein
Director: Shelley Jensen
Guest star: Bob Joles (British Narrator), Arlow Stewart (Partygoer), Angela Little (Robin)
Mike stays at Lauren's for a while after he gets tired of living with Euan. To get back at Mike, Euan has Chau live in Mike's room.
14 :01x14 - Mission Im-posse-ble
Writer: Mark Hentemann
Director: Shelley Jensen
Guest star: Walter Jones (DJ Cheddar), Kenan Thompson (MC French), Dustin Diamond (Himself)
Status Quo fires is posse when Mike and Euan tell him they're all "yes-men". However, when Status Quo invites the neighbors to be his new posse, he treats Euan like a slave instead of a friend.
15 :01x15 - Faking the Band
Writer: Tim Kelleher
Director: Jeff Melman
Guest star: Kenan Thompson (MC French), Jenya Lano (Julie), Andrea Bogart (Groupie), Ashley Yegan (Susan), Erica Lookadoo (Fawn), Bridget Brady (Natalie), Peter Pergelides (Mario the Nude Opera Singer)
Chau and Euan pretend to be rock stars to score women. Mike makes Liz angry when he proposes while drunk and forgets all about it.
16 :01x16 - Hear No Evil, See No Package
Writer: Warren Bell, Danny Zuker
Director: Shelley Jensen
Guest star: Greg Cromer (Conway), Peter MacKenzie (Jay), Shoshannah Stern (Rebecca)
Mike and Chau begin going to a gym where men often hang out in the nude. Meanwhile, Euan dates one of Liz's deaf friends, who turns out to be a lot meaner than everyone thinks.
17 :01x17 - The Backup
Writer: Stephen Leff, Jim Patterson
Director: Shelley Jensen
Guest star: Jay Harik (Clerk), Brad Grunberg (Dan), Jenna Fischer (Melanie)
Mike warns Euan to stay way from his attractive friend, telling him that she's his "backup girl" he has if things with Liz don't work out. Meanwhile, Chau tries to win a big-screen TV in a contest.
18 :01x18 - Mike & Liz & Chau & Jordan
Writer: Michael Shipley, Jim Bernstein
Director: Dana deVally Piazza
Guest star: Deva Nicole (Jamie), Brandon Tapp (Jed), Tanya Roberts (Gretchen), Rayne Marcus (Jordan)
Liz sets up Chau with her bizarre roommate, which facilitates a very strange romance. Meanwhile, Euan lies about his age to date a 45 year-old woman.
19 :01x19 - Addicted To Love
Writer: Drew Levin, Gabe Grifoni, Jake Farrow
Director: Dana deVally Piazza
Guest star: Ben Davis (Big Guy #2), Adam G. (Big Guy #1), Shannon Elizabeth (Dawn)
Chau's new girlfriend becomes a hazard to him -- gets him involved in fights, which result in Chau getting beat up by strangers. Meanwhile, Euan, Mike and Liz dog-sit Status Quo's canine.
20 :01x20 - The Unkindest Cut
Writer: Danny Zuker, Warren Bell
Director: Shelley Jensen
Guest star: Rayne Marcus (Jordan), Eugene Levy (Dr. Barry Wasserman), Peter MacKenzie (Jay), Lisa Arning (Suzanne), Priscilla Taylor (Towel Girl), Yuri Brown (Tanya)
Euan is teased by Mike and Chau for having a foreskin. Euan makes an appointment with a urologist, who has a bizarre sense of humor when it comes to circumcision.
21 :01x21 - Diddler on the Roof
Writer: Jim Patterson, Stephen Leff
Director: Dana deVally Piazza
Guest star: Tracy Dali (Spicy), Kevin Crowley (Tim), Zachary Quinto (Smudge), Claire Coffee (J'Sandra), Rachel Quaintance (Producer)
Euan worries about breaking up with one of MTV's The Real World cast members when he begins to think she'll bad-mouth him on national television. To get her out of his life, Euan sets up a plan to have Chau steal her away from him. Meanwhile, Mike lands a dream job of doing the sound for porn movies, but he becomes upset when he thinks Liz is hooking up with Status Quo while he works nights.
22 :02x01 - Love is a Pain in the Ass
Writer: Danny Zuker, Warren Bell
Director: Shelley Jensen
Guest star: Sarah Lancaster (Kendall), Danny Wooten (Guy)
Mike decides it's time to break up with Liz, but Mike is thrown off when he beats him to it. But when the break-up sex is over the top, Mike changes his mind and tries to keep the relationship going. Meanwhile, Euan meets a woman who is more wild in bed than he is.
23 :02x02 - Cockfight
Writer: Tim Kelleher
Director: Shelley Jensen
Guest star: Chanie Costello (Dana), Julie Costello (Christina)
Euan and Status Quo meet a woman at a bar and fight each other for her attention. When they learn she has a twin, they compete to see who can sleep with both. Meanwhile, Mike bets on cockfights with Chau in order to make money for Liz's birthday present.
24 :02x03 - Unflushable (a.k.a. M. Night Shyamalan's Unflushable)
Writer: Stephen Leff, Jim Patterson
Director: Shelley Jensen
Guest star: Carmen Electra (Herself)
Mike wows the guys when he leaves the bar with the new apartment building tenant, Carmen Electra. However, Mike's new diet causes him to clog her toilet and enlists Euan and Chau to help clear it up.
25 :02x04 - P.P. Doc II: The Examination Continues (a.k.a. PPD2)
Writer: Bill Freiberger
Director: Dana deVally Piazza
Guest star: Michelle Borth (Carly), Callie de Fabry (Shannon), Larissa Meek (Heidi), NiCole Robinson (Elaine), Jeanne Chinn (Wendy), Eugene Levy (Dr. Barry Wasserman), Abigan McFarlane (Janice)
Mike and Euan's urologist moves into their apartment building. They worry that the doctor will hurt their game, but soon find he attracts women.
26 :02x05 - The Deflower Half Hour
Writer: Mike Barker, Matt Weitzman
Director: Dana deVally Piazza
Guest star: Brittany Ishibashi (Allison), Reagan Gomez-Preston (Sherry), Joe Sabatino (Policeman), Kara Houston (Kathy), Alex Black (Young Euan), Sarah-Jane Potts (Julie), Dan Martin (Dr. Mumford), Andrew McFarlane (Young Status), Matt Price (Cole), Nora Zehetner (Lindsay)
Lindsay, Euan's date, announces to everyone that she wants to lose her virginity to Euan when she turns 18 at midnight. Upon hearing this, the gang have flashbacks to their first times.
27 :02x06 - The Guys' Guys
Writer: Dawn Urbont
Director: Dana deVally Piazza
Guest star: Jason Winer (Benji), Ben Tolpin (Weedge Hedge), Nick Von Esmarch (Slab)
Mike's high school friends come to visit, and their dorkiness makes Euan feel overly popular. Meanwhile, Status Quo and Liz have a date.
28 :02x07 - Little House On The Bowery
Writer: Tim Kelleher
Director: Shelley Jensen
Guest star: Vicki Davis (Marcy the Homeless Woman), Melinda Sward (Woman)
Mike and Euan switch accents to test whether it's the accent that lands women or if it's Euan. Meanwhile, Chau dates a crazy homeless woman.