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So you've seen all of the new shows this fall - but what about the ones that didn't make the cut? For the next 30 days we're going to take a "first look" at a collection of 30 pilots that didn't land on the 2009-10 season schedule. Are there any gems that got passed over or are they all deservedly locked in the networks' vaults? Stay tuned.

BESTIES (ABC)
(written by Stacy Traub; directed by Elliot Hegarty; TRT: 21:16)

What is it? A single-camera comedy based on the U.K. series "Pulling."

Who was behind it?: "Notes from the Underbelly" creator Stacy Traub shepherded the adaptation of Dennis Kelly and Sharon Horgan's BBC series. British director Elliot Hegarty helmed the half-hour.

The plot in a nutshell: Meet Donna ("Help Me Help You's" Lindsay Sloane), Louise (Majandra Delfino, also from "Help Me Help You") and Karen ("It's Always Sunny in Philadelphia's" Mary Elizabeth Ellis), three best friends whose lives are currently in a rut. Customer service rep Donna is slowly suffocating in a relationship with her sad sack fiance Karl (Charlie Finn, yet again from "Help Me Help You"), who's still attached to the apron strings of his mother Peg (Camille Mitchell). Schoolteacher Karen has reached the point where she can't distinguish between her one-night stands and her students' fathers. And waitress Louise is just happy to have a new boyfriend... even if he is a reformed sex offender. That all begins to change when Donna works up the courage to call off her wedding during the rehearsal dinner.

"Do you want to do a threesome?" a weepy Karl begs. "No I mean with a man if that's what you want. I'm pretty sure that cowboy waiter was checking me out. I wasn't gonna try it, I just don't wanna touch it. Okay fine I'll touch it but I'm not gonna put it..." Staying apart however proves to be just as much of a challenge as it turns out Karl was going to surprise her with a new house. But as Donna begins to get sucked back into his world - in no small part to her stumbling across his botched suicide attempt and childhood nemesis Fat Tanya (apologies as I didn't recognize the actress) staking her claim in him - Karen steps in and helps wrestle her away once and for all. In the end, the gals decide to move in together and face the prospect of single life together. Really that's about it.

What works: I'm not familiar with the original version but one can only hope...

What doesn't: ...it's light years better. (And really? ABC needed to import this "concept?" Three single girls living together. Hurry up and trademark four single girls living together.) Flat and meandering, "Besties" can't quite find the humor in its boy-doesn't-being-alone-and-single-suck-but-at-least-we-have-our-friends premise. Not helping matters: all three girls come across as neurotic messes rather than actual people. Even worse, only Donna seems to actually have a character arc (the aforementioned decision was spawned after she saw an overturned truck, thought it was Karl's, and found herself relived she wasn't getting married) with Louise and Karen's "dilemmas" wrapping up in a oh-by-the-way fashion. That, combined with eye-rolling developments like opening the show with Donna giving Karl a hand job ("You can stop now, I'm finished," he announces defeatedly. "Yeah, yeah, I knew," she replies, bored out of her mind), and you have about as lifeless of a comedy as you can imagine.

The bottom line: Shrug.