Episode #1.01
Original Airdate 9/21/98
Written by David Kohan & Max Mutchnick
Directed by James Burrows
Transcript by Rob Durfee

Eric McCormack (Will Truman)
Debra Messing (Grace Adler)
Sean Hayes (Jack McFarland)
Megan Mullally (Karen Walker)

Gary Grubbs (Harlin Polk)
Tom Gallop (Rob)
Leigh-Allyn Baker (Ellen)
Todd Eckert (Jurgen Franzblau)
Will Radford (Patron #1)
Jimm Giannini (Gino)
Ellen Idelson (Will's Assistant, Ellen, Voice)

SCENE I: Grace's Apartment/Will's Apartment
(The scene cuts between the two apartments; WILL is watching TV and talking to GRACE on the phone.)

WILL: What are you doing?

GRACE: Hanging out.

WILL: Come over.

GRACE: Will, I can't.

WILL: Come on, Grace. You know you want to.

GRACE: Of course I want to, but--

WILL: It's going to be a good one. I can feel it.

GRACE: It's always good. Still--

WILL: You're not going to come over, you want me to, uh... talk you through it?

GRACE: It's tempting, but I think I'll watch ER here.

WILL: Another night alone with my clicker.

GRACE: Oh, is that what the kids are calling it? So, I went back to the sale today.

WILL: Yeah. Did you get that black, flowy thing?

GRACE: No, you were right. It's too "Stevie Nicks: The Heavy Years."

WILL: Eriq La Salle just smiled.

GRACE: Really?

WILL: No. Did you buy anything?

GRACE: Yeah. I got a great camisole.

WILL: Yeah? Sexy?

DANNY: [WALKING BY] I'm going to sleep.

GRACE: Ask me in the morning.

WILL: Was that Danny?

GRACE: Yeah. Jealous?

WILL: Huh! Honey, I don't need your man. I got George Clooney.

GRACE: Sorry, babe. He doesn't bat for your team.

WILL: Well... He hasn't seen me pitch.

GRACE: Ok. Say good night, Gracie.

WILL: Good night, Gracie.


SCENE II: Will's Apartment
(WILL is playing poker with JACK, ROB, and JURGEN)


WILL: It's to you, Jack.

JACK: Give me a minute? Please? Ok? [SINGING]  A room without windows. A room without doors...

WILL: [ANNOYED] It's to you, Jack.

JACK: Give me a minute, please. Wow! [SINGING] A room where no guy but I can spy--[HUMMING] Nooo, not going to risk it this time. 4 cards, please. [EVERYONE SIGHS] Here's my ace. [SHOWS HIS CARD.]

WILL: Jack, now that you're moving in, can I make one small request?

JACK: What's that?

WILL: Change everything about your personality.

JACK: Ha ha! I get it. Comedy...

ROB: [TO WILL] You didn't tell me Jack was moving in with you.

WILL: Not moving in. He's just staying with me till his apartment's finished.

JURGEN: [HUMMING] Hmm-hmm-hmm-hmm.

JACK: Oh, I know that one! I know-- Uh, [SINGING] Did he need a stronger hand--

WILL: Yeah. Jack. He's not humming your intro, ok? That's just a straight guy's way of thinking that you and I could ever be a couple.

JACK: [TO JURGEN] Ok, first of all, Will should only be so lucky, ok? So let's just clear that right up. Second of all, you don't even know me that well. Why would you just assume that I was gay? [EVERYONE LAUGHS] Are you finished? Ok. FYI, folks, most people that meet me do not know that I am gay.

WILL: Jack, blind and deaf people know you're gay. Dead people know you're gay.

JURGEN: Can we play poker?

WILL: Yes. Come on, who's in?

ROB: Yes.

JACK: I'm in for 10.


WILL: Grace?

GRACE: You keep playing.

JACK: Oh, look, it's Sporty Spice.

WILL: Did you and Danny have a fight?

GRACE: Yeah, but I-- I don't want to talk about it right now. I can't even think straight.

WILL: That's funny. Neither can Jack.

JACK: Grace, did you know I was gay when you met me?

GRACE: My dog knew.


SCENE III: Will's Apartment
(WILL and GRACE are picking up after the poker game.)

GRACE: Some fabrics never came in, and I wasn't able to make the presentation. Diamond Interiors got the job.

WILL: Oh, I'm sorry. What a disappointment.

GRACE: Thank you! See? That's all I wanted to hear, but Danny said, "Well, when you put everything off till the last minute..."

WILL: Ooh.

GRACE: Yeah. And I lost it. I started screaming, "Why can't you just let me have my feelings?"

WILL: Grace, that is so Barbara DeAngelis "Making Love Work."

GRACE: I know. Wasn't it?

WILL: Yeah.

GRACE: And then he says-- Get this-- "You don't have to get hysterical. You sound just like your mother."

WILL: If you were on "Jerry Springer," that's the minute you jump out of your chair.

GRACE: Yeah. Can you believe that?

WILL: Hmm. You're staying here tonight. Go wash your face. I'll make up your bed.

GRACE: [SIGHS] "You sound just like your mother." What kind of a person says that?


WILL: A person you should've dumped a year ago.


WILL: I said I hear they're re-releasing Vertigo.


GRACE: [OFF-SCREEN] "You sound just like your mother." When you want push someone's buttons, that'll do it.


WILL: Ohh! Jack, you can't move in tonight.

JACK: What?

WILL: Grace is very upset. I told her she could stay here tonight. You can move in tomorrow.

JACK: Ok, that's interesting. You think maybe you could've told me this-- Oh, I don't know-- Before I packed up my entire life?!

WILL: You don't understand. Grace has had a really-- What's in the hat box, your tiara?

JACK: [MOCKING LAUGHTER] Ah-ha ha ha. [TO THE BIRDCAGE] Look, Guapo, he made a funny. Shut up, Will! I just schlepped all the way over here from the East Side, and you know how much Guapo hates riding in taxis!


WILL: Ok. Ok. Take it easy, Jack. You sound just like your mother.

JACK: [HORRIFIED GASP] Crossing the line! Ok, you nasty, bitter, lonely, balding man. I don't need this crap from you, Will. You know what? I just don't need it. [EXITING] What time tomorrow?

WILL: 8:00-ish.



SCENE IV: Will's Office
(WILL is having a meeting with his client, HARLIN.)


HARLIN: You're my lawyer. You tell me. What have I got to do to buy this company?

WILL: Well, first you've got to get something called a Hart-Scott-Rodino antitrust clearance and then we can negotiate standstills and lockups. Naturally, that's after we do due diligence.

HARLIN: What the hell is doo-doo diligence?

WILL: No, Harlin, after we do due diligence.

HARLIN: Doesn't matter how slow you say it, Will. It's still doo-doo, isn't it? I just want to know what it means.

WILL: It's just crap that lawyers deal with. Harlin, I'll handle it. I've been representing your corporation for 5 years now, remember?

HARLIN: I know, but my wife's been bugging me about the business lately. She wants me to be a little more hands-on.

WILL: You sure she's talking about the business?

HARLIN: [LAUGHS] Yeah, she's talking about the business. But I trust you, Will, so you do that doodoo... That you do so well. [HARLIN EXITS]

WILL'S ASSISTANT (OVER THE INTERCOM): [BUZZ] Will, it's Grace on line one.

WILL: Hey.

GRACE: Can I stay at your apartment again tonight?

WILL: Of course. As long as you want. What are you doing?

GRACE: I'm looking for tissues.

WILL: Have your assistant get them for you.

GRACE: She's late again.

WILL: [SCOFFS] Oh! Fire her already.

GRACE: I'm not going to fire Karen. Her social contacts keep my business afloat.

WILL: Why does she even work? I mean, isn't she worth, like, a gazillion dollars?

GRACE: She feels working keeps her down to earth.

KAREN: [ENTERING] I know. I'm late. My driver had another bronchial incident. It was disgusting. I had to raise the partition. But that's no excuse. I should be punished. I'm writing you a check.

WILL [OVER SPEAKERPHONE]: Karen, tell Grace she should fire you.

KAREN: Grace, tell Will to redirect his anger at his mother where it belongs. Whoops.

GRACE: [TO WILL] Call me later.



KAREN: All right, honey, here you go. Guilt, be gone!

GRACE: Karen, I don't want a check. I want assistance. I'm the boss. I give you checks.

KAREN: Yes, you do, honey, and I love them. I do. You know, I keep them all right here in this box. So, what else?

GRACE: [SIGHS] Danny and I got into a fight.

KAREN: Oh, honey, call him and make up.

GRACE: Why would I do that? It wasn't my fault.

KAREN: Well, in the long run, it doesn't matter.

GRACE: I don't know that there's going to be a long run.

KAREN: Uh...Grace? You're... You're what, 40?

GRACE: I'll be 31 next month.

KAREN: So I rounded up. [BEAT] Honey, Danny is a good catch. You've been living together for a year. Close the deal already.


KAREN: I'm serious, Grace. Pick up the pace.


GRACE: I'm serious, Karen. Pick up the phone.


KAREN: Oh! [KAREN PICKS UP THE PHONE] Grace Adler Designs...


SCENE V: Will's Apartment
(WILL, GRACE, ROB, and ELLEN are finishing up dinner.)

ELLEN: So, Will, have you seen Michael since you two broke up?

WILL: Uh--

GRACE: No, he hasn't, but I have. Michael's not doing well. He got fat, he's depressed, cheap haircuts, not good. Actually it's really sad.

ROB: What are you talking about? I just saw him. He looks great.

GRACE: Uh, Rob...you're dismissed.

WILL: Thanks for trying, sweetie.

GRACE: His haircut really was awful.

WILL: I know. You know what? I think it's time for $25,000 Pyramid.

ROB: Hello!

ELLEN: All right. So, Will, are you going to keep the place?

WILL: Well, I thought it was going to be a little too expensive, so I told Jack--


WILL: Oh, no.

JACK: [ENTERING, CARRYING HIS LUGGAGE AND GUAPO'S BIRDCAGE] Hi, honey, I'm home. Oh, are we entertaining? [TO ROB AND ELLEN] Welcome!

WILL: Jack, I meant to call you, but I--

JACK: Don't even--!

GRACE: Wait, wait. I can stay at Rob and Ellen's tonight.

JACK: No, you can't, Grace, because, apparently, you matter. How about that?

WILL: Jack, I am so sorry. I-- Are bandannas back in? 'Cause I didn't get that memo.

JACK: [SING-SONG] Ha, ha-ha. Ha, ha, ha, ha. Let me tell you something, Will Truman, ok? I don't need to live here, all right? And you know what? Guess who loses. Hello, you do, because I could've turned you into a human being instead of this rude, self-absorbed, getting chunkier every day-- Oops, did that slip out-- Thing that you are. [BEAT] What time tomorrow?

WILL: 8:00-ish.


WILL: Let's play the pyramid!

GRACE: Whoo!

ELLEN: Ok. You two first.

GRACE: Ok. You give, I'll receive.

WILL: Just as God intended it.

ROB: Ellen's timing. Here's your first subject.

WILL: All right.

ROB: Go.


WILL: Ok, ok. Uh... [READING THE CARD] Oh, driftwood. Uh...John Wayne. Your parents' marriage.

GRACE: Things that are dead.

WILL: Yes. Uh...my one night stand on Fire Island.

GRACE: Latin things!

WILL: Good. Uh... The postcard I sent you from Italy. Uh, "Everybody Hurts" by R.E.M.

GRACE: Oh! Things that make you cry!

WILL: Yes. Um...Professor Gopnick's teeth--

GRACE: Things that are yellow!

WILL: Yes. And, uh...a cane. Uh, uh, a railing.

GRACE: Huh? No, come on, give me another clue!

WILL: Uh...each other.

GRACE: Things that you lean on!

WILL: That's it!

GRACE: Yeah!

ELLEN: You guys. That was amazing, Grace. You and Danny never do this well when we play.

GRACE: I know. I'm going to break up with him. [SIGHS] It's just time. Our relationship has reached a fork in the road, and...ending it with Danny is the right...prong. Excuse me. [GRACE EXITS TO THE BATHROOM.]

WILL: Uh... things that bring a dinner party to a crashing halt?


SCENE VI: Will's Office
(GRACE is talking to WILL on the phone.)

WILL: So, how did it go?

GRACE: Not like I thought.

WILL: Oh, Gracie, I'm sorry, but, you know, you give it some time--

GRACE: No, Will. He proposed.


SCENE VII: Grace's Office
(A DELIVERY MAN arrives with flowers.)

DELIVERY GUY: Grace Adler Design?

KAREN: Oh, my God, would you look at that? Now, who in the world would be sending-- Oh, carnations. They must be for you. Oh, yup, they're from Danny. Oh, well, isn't he a sweetheart? Uh-- [READING THE CARD] Oh, my. Well. I'm surprised you're still walking.

GRACE: Give me that. [READING THE CARD, LAUGHING] Oh, he is so great. I can't believe I ever doubted he was the one.


SCENE VIII: Will's Apartment
(WILL and JACK are having dinner.)

WILL: Bon appetit. So, what am I going to do about Grace?


JACK: What's the big deal? Why don't you... Can I get a skosh more gravy? [MAKES A CHOKING NOISE] It's a little dry. You don't like Danny, I mean, just tell her it's a bad idea.

WILL: I don't tell people who to marry.

JACK: Ok, you always tell me what you think of the men I date.

WILL: I'm talking about marriage, not Rudy, the Jewish cowboy you met on the Internet.

JACK: Shalom, my lonesome prairie dog. [BEAT] Look, she's your best friend, Will. You have to tell her what you think. Be honest.

WILL: I can't. Before my brother married Ginny, he asked me what I honestly thought of her. Well, I told him. She's morose and controlling and icy. Well, they got married anyway. Now she hates me, and my brother and I don't talk. Couldn't handle losing Grace like that.

JACK: Hmm. You know, I'm going to call Rudy again. [BEAT] Oh, God, I'm sorry. But more importantly, it's terrible about you and your brother. It's awful. It's-- [JACK STOPS WILL FROM POURING HIM WINE] No, no, no, do you have any mineral water? Sulfites.

WILL: So, when are you moving in?

JACK: Well, I'm going to be away on business for a while, and, uh--

WILL: With what--ha! What business?

JACK: Business. I have business. And clients. And work-related...business.

WILL: How is the work-related client business these days?

JACK: What is this? Why do you have to be so mean?

WILL: Because you love it, and I love you, and-- and you love gel. And you have a home here when you get back.

JACK: You see? You can be a very great guy when you want to be.

WILL: Well, I got to be nicer to you.

JACK: Yes, you do.

WILL: Because you are a good friend.

JACK: Yes, I am.

WILL: I know it's got to be rough on you.

JACK: Will, don't.

WILL: Trapped in a man's body like that.


SCENE IX: Will's Apartment
(WILL is watching TV as GRACE enters.)


WILL: Hey.

GRACE: What are you watching?

WILL: Pop Up Video. Turns out Fiona Apple doesn't particularly like apples. Apple Brown Betty was invented by a guy named Darren, and get this: Bobby Darin's dog was named Fiona. You get--what are the odds of that?

GRACE: I said "yes."

WILL: What?

GRACE: I said "yes."

WILL: Oh, my God. Oh, my God! Come here!


WILL: Wow, let's have a look at that ring. Oh, it's beautiful. When is the stone being put in?

GRACE: I knew you were going to say that.

WILL: Well, this... You know, I'm--I'm thirsty.

GRACE: What?

WILL: What what? I'm happy for you.

GRACE: Lying. Lying man talking.

WILL: Grace, stop it. I am happy for you. I want you two to have a great life together.

GRACE: You do? Oh, thank God. I was so worried coming over here. So I have your blessing then?

WILL: Yes.

GRACE: I love you.

WILL: Love you.

GRACE: Ok, I've got to go tell my family.

WILL: Uh, Grace, don't.

GRACE: I have to, Will. They're paying.

WILL: No. I mean, don't marry Danny.

GRACE: What?

WILL: Honey, I got to be honest. This guy's not enough for you. I mean, your passion, and you're--you're creative and beautiful and perfect, and this guy, I mean, you should be with someone more...somebody else. I mean, he's not funny, he doesn't know what your favorite flower is, he's passive-aggressive, the man high-five's you after sex, Grace. You're so afraid you're never going to get married, you can't even see how wrong he is for you. I mean, think about it. If you really believed he was the one, would you be asking me for my blessing?

GRACE: Go to hell, Will. [GRACE EXITS]


SCENE X: Grace's Office
(KAREN is on the phone.)

KAREN: [ON PHONE] No, Rosario-- por favor, honey, listen to me for a second, ok? Take Olivia and Mason to la store de los toys.

WILL: [ENTERING] Where's Grace?

KAREN: [TO WILL] Oh, honey, thank God. How do you say "toy store" in Spanish?

WILL: Tienda de juguetes.

KAREN: Mm-hmm. Thanks. [INTO PHONE] F. A. O-ye, Schwartz-o. ¡Sí! Sí, Rosario. Gracias. Hola. [HANGS UP PHONE.]

WILL: I haven't slept. I can't get any work done. Where is she?

KAREN: Will, just stop right there. I cannot tell you anything. It's a secret.

WILL: What is?

KAREN: She's at City Hall, getting married-- [TO HERSELF] Oh, devil! Oh!

WILL: What? What about the big wedding?

KAREN: Well, she thought it was best to get it over with quickly, not make a big to-do, and I say brava.


WILL: Grace.

GRACE: Oh, look who's here.

WILL: I'm sorry--

GRACE: Oh, it's a little late for that.

WILL: No, I'm here, Grace. I'm here to support your marriage.

GRACE: There is no marriage.

WILL: What?

GRACE: There is no marriage. And you want to know why? Because my best friend-- that would be the part you're supposed to play-- my best friend dropped a bomb of... poo on my head!

KAREN: Ew. Honey, um... no...

GRACE: I mean, I was fine! I was getting married and then you come along. You come, and you poison with the... the thorns from the-- the flower... [CRYING] You know, I had this metaphor worked out earlier, but I'm just very upset right now.

WILL: Gracie, I just want you to be happy.

GRACE: No, Will. You want me to be alone, like you.

WILL: Is that the way you see this?


WILL: That's interesting, 'cause I, uh... never thought of myself as being alone. [WILL EXITS.]

KAREN: Well, that was a little harsh.

GRACE: Good!

KAREN: Uh, y-yes, yes, it is. He's a bad person, very bad. Grace, I think it's time for a couple of blue bippies.

GRACE: I don't want any pills.

KAREN: They're not for you, honey. They're for me. [RATTLES THE PILLS] You know, marriage is...what? Marriage is... Marriage is, ok? What the hell, that's all you need to-- [GRACE HAS EXITED] Grace? Oh! Now she's gone. She's gone, and I'm sitting here talking to myself like a crazy person. Oh, my god, listen to me. I'm still doing it!


SCENE XI: Will's Office
(WILL is at his desk as GRACE enters.)

GRACE: Will, I am--I am so sorry for what I said back there.


WILL: I know. It was mean, but... I know.

GRACE: This morning, on the way to the ceremony, Danny looked at me and said, "I can't wait to spend the rest of my life with you," and I turned to him and said... "you know, the limo has a phone." It wasn't right. He was a smart, attractive man who loved me... And who I loved, by the way. Why wasn't it right?

WILL: Sweetie, remember in college, we saw that French film about a man and a woman that were perfect for one another, but they kept missing each other, and in the last scene, they meet on a plane, because that's the way it was destined to be, remember? And you said, "That's going to be me." Gracie, you're just in the middle of your movie. Danny was a plot point, a nice, decent, postcoital-high-5-ing plot point. There's still time, you know. Go get some Raisinets.

GRACE: I like Red Vines.

WILL: Whatever you want. The point is, it's not over. If your movie's going to have a happy ending, you just have to see it through. Come here.

GRACE: Uh-uh.

WILL: [KISSING HER FOREHEAD] Mwah! What do you say we go get a drink?


WILL: What is with that dress?

GRACE: Oh, give me a break. I had 5 minutes to prepare for this.

WILL: Still.


(WILL and GRACE are drinking. There are lots of patrons present.)

PATRON #1: [TO WILL] I want you to make a toast to your lovely new bride!


WILL: Here's to the ball and chain. If she makes it through the night, ba-bing! I think I'll keep her!

Grace and Will

GRACE: Wait...my turn. To my Will: You are my hero and my soul mate, and I'm a better woman for loving you.

CROWD: Aww...

PATRON #1: Hey, hey, hey, come on, you two, how's about a kiss?

CROWD: Oh, yeah! Yeah! [CHANTING] Kiss! Kiss! Kiss! Kiss! Kiss! Kiss!


GRACE: Nothing? Anything?

WILL: Sorry. Nothing. Hmm.