Two adults, One kid, No grown-ups. This comedy sitcom centres on the lives of two very different brothers; straight-laced Alan (Jon Cryer) and care-free Charlie (Charlie Sheen).

Charlie is a well-to-do bachelor with a house at the beach, a Jaguar in the front, and an easy way with women. His casual Malibu lifestyle is interrupted when his tightly wound brother Alan, who's facing a divorce, and his son Jake, come to live with him. This odd couple comedy pairing gives way to many humorous situations, usually involving Charlie's womanising exploits. Their relationship is exacerbated by the fact that Alan is trying to raise his young son and doesn't want his brother acting as a bad influence. Complicating matters are the brothers' self-obsessed, controlling mother, Evelyn, Alan's estranged wife, Judith and Charlie's crazy neighbour Rose, who wants to be a part of his life and is willing to do anything to be around.

This season includes guest appearances by Sean Penn, Elvis Costello, Denise Richards (Wild Things), and Lucy Lawless (Xena Warrior Princess).