**ON ELIZA (JANE)** Victoria peplum dress by alice + olivia, $264 at Bloomingdale�s; Bella Colletta necklace, $98 at radandrefined.com; glasses, actress�s own.
**ON ZACHARY (DAVE)** Farley Moroccan T-shirt by Alternative Apparel, $38 at Bloomingdale�s; Moto indigo straight-leg denim, $70 at Topman.
**ON CASEY (PENNY)** Myne peplum shift dress, $184 at radandrefined.com; Badgley Mischka necklace, $374 at Bloomingdale�s; Jessica Simpson shoes, $110 at Nordstrom.
**ON ELISHA (ALEX)** Rosalie ecru top by Maje, $264, J Brand black denim leggings, $150, both at Bloomingdale�s; Gypsy vintage bracelet, $72, vintage bangle set, $98, both at radandrefined.com; alice + olivia shoes, $295 at aliceandolivia.com.
**ON DAMON (BRAD)** White button-down shirt, $30 at H&M; vest, $297 at Paul Stuart; black tie, $26 at American Apparel; Joe�s Jeans, $172 at Bloomingdale�s; black shoes, $40 at H&M.
**ON ADAM (MAX)** Alternative Apparel T-shirt, $20 at Bloomingdale�s; White Edge jeans by Mavi, $138 at mavi.com; Nike customized Blazer Mid iD shoes, $120 at Nike Chicago; watch, actor�s own.
�I liked when I wore orange Crocs on the show. I tell you what: Knock the Crocs, everybody, but they�re very comfy. They might be my house shoes, which means I never wear them out of the house. So, take note of that. Keep them inside.�**�Eliza, on her fashion guilty pleasure**
**OBSERVATIONS FROM THE SET** Rosalita�s, the fictional Chicago bar on the show, must be set in Bucktown. We spied a lot of Bucktown Arts Fest posters plastered all over the walls. Other Chicago posters/signs spotted: Reckless Records, Columbia College, Darkroom, Cubs, Blackhawks, Mucca Pazza.

Fall fashion with the cast of Happy Endings

The stars of Happy Endings model fall clothes for Time Out Chicago.

Tuesday September 11 2012

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Spoiler: Even though the ABC sitcom Happy Endings, whose third season premieres October 23, takes places in Chicago, it’s actually shot in Los Angeles. That would explain the abundance of parking meters and so many alfresco dining scenes in the winter. But the show does tap into that being-in-Chicago-in-your-late-twenties/early-thirties vibe. We crashed the L.A. set while the cast (Eliza Coupe, Elisha Cuthbert, Zachary Knighton, Damon Wayans Jr., Casey Wilson and Adam Pally) was filming its Halloween episode, reluctantly stripped the stars of their group Jackson 5 costume and cast them as models in our Fall Fashion issue. Fans of the show know Wilson’s Penny is a fan of comfy clothes, but sorry—you won’t be seeing her Pajoveralls (yes, that means pajama overalls) on any trend list this fall.

Digital tech: Brian Stevens; photo assistants: Glenn Chivens and John Dubois; Fashion Assistant: Jessie Oh; Makeup: Kathleen Karridene and Erin Wooldridge; Hair: Samantha Wen and Karen Bartek; Grooming: Kathleen Karridene and Kati Urszuly

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