(from UPN's press release) Leaving their troubles in Brooklyn behind, best friends Matt (Marcus Coloma) and Vincent (Chris Johnson) head to Miami for adventure, hoping to find Matt's old flame, up-and-coming fashion model Arielle (Odette Yustman). Diving into the glamorous local scene at the Hotel Soleil's hip club Nocturnal, the buddies surprise Arielle and her rich new boyfriend, suave club manager Alex Bauer (Lee Thompson Young), who's ready to douse any more sparks between his girlfriend and her ex, on the two-hour series premiere of the new drama SOUTH BEACH, Wednesday, Jan. 11 (8:00-10:00PM, ET/PT) on UPN. Jason Ensler directed the pilot from a script by Matt Cirulnick and Greg Cirulnick. Darnell Martin directed "I'm Not Your Baby" from a script by executive producer Philip Levens. Michael Par guest stars as Matt's dad. After catching the eye of Alex's mother, Hotel Soleil owner Elizabeth Bauer (Vanessa Williams) at the club, Matt is hired to "put out fires" at the resort, but his new security job is quickly put to the test by a troublesome supermodel who dated Alex and the theft of a big-time Latin rap star's (guest star Pitbull) most prized possession during a video shoot on the premises. Later, following a stint as a poolside sprits boy at the hotel, Vincent delves into Miami's murderous underworld by scoring a job with shady businessman and hotel partner Robert Fuentes (Giancarlo Esposito). With aspirations of a better future, best friends Matt Evans and Vincent abandon their world as they know it and head to the alluring paradise of sandy beaches, beautiful people and hot spots in glamorous South Beach. Vincent, willing to do anything to get ahead, uncovers the dangerous and seedy underbelly of Miami. Matt's preoccupation with his old girlfriend, fashion model Arielle, has him diving head first into her thrilling new life. Knee deep into the scene, Arielle is ready to do just about anything to make it in modeling. In fact, she's begun dating Alex Bauer, the suave manager of Nocturnal, Miami's hippest club, located in the magnificent Hotel Soleil, an exclusive escape for its wealthy, beautiful and powerful clientele. A power struggle brews as Alex contends with one of the hottest assets to hit Ocean Drive, his mother Elizabeth Bauer, who owns the Hotel Soleil. A sharp, stylish businesswoman, Elizabeth is used to running her hotel on her own terms. More and more, she finds herself at odds with her ambitious, tempestuous son, who chafes at her tight-fisted control of the family business and disapproves of her interest in younger men. The real challenge on the horizon though might be from shady venture capitalist Robert Fuentes, an investor in the hotel, who is enabling elements of Miami's underworld to wheedle their way into the lives and souls of those working and staying at the hotel. Surrounded by South Beach's swirl of passions and conflicts, Matt and Vincent dive wholeheartedly into this brilliant, unfamiliar world of money, power, sex and fashion, with only their streetwise smarts to guide them through what's sure to be a wild, steamy adventure.