Original Airdate 9/26/2002
Written by Adam Barr
Directed by James Burrows
Transcript by Rob Durfee
Eric McCormack (Will Truman)
Debra Messing (Grace Adler)
Sean Hayes (Jack McFarland)
Megan Mullally (Karen Walker)
Harry Connick Jr. (Dr. Leo Markus)
Rip Torn (Lionel Banks)
Laura Kightlinger (Nurse)
Hira Ambrosino (Doctor)
SCENE I: Central Park
(JACK runs past GRACE. She is on her way to the sperm bank, while JACK is on his way to an audition.)
JACK: Hi, Grace.
GRACE: Hi, Jack.
JACK: Going to my audition.
GRACE: Going to make a baby.
JACK: Good luck.
GRACE: Good luck to you too.
[GRACE SLAMS INTO A LAMP POST AND COLLAPSES TO THE GROUND.]
[GRACE SLOWLY AWAKENS. SHE LOOKS UP TO SEE A MAN ON A WHITE HORSE, HOLDING OUT HIS HAND TO HELP HER UP.]
[THE MAN STEPS DOWN FROM THE HORSE.]
LEO: Hi. Are you all right?
GRACE: [SIGHS] I feel like I was just hit by a bus. Did you see the guy who attacked me?
LEO: Yeah. He was about 12'5", 500 pounds. Big bulb on the top of his head.
[GRACE LOOKS UP AND SEES THE LAMPPOST.]
SCENE II: The Sperm Bank(WILL and SHEILA THE NURSE are waiting for Grace.)
WILL: This is crazy. Who is late for their own insemination?
[WILL MAKES A CALL ON HIS CELL PHONE.]
WILL: [INTO PHONE] Hi, it's Will. Is Grace there by any chance? Well, if she shows up, would you call me? Thank you. [HANGS UP.]
NURSE: Is that her office?
WILL: No, Benny's Taco on East 74th.Where the hell is she? I'm really getting worried here.
NURSE: Hey, uh... is this sexy?
[THE NURSE DOES A LITTLE DANCE.]
WILL: It's a little sexy. But m-more disturbing.
SCENE III: The Street outside the Sperm Bank
(LEO is riding the horse, with GRACE sitting behind him, with one arm around him and one arm holding an icepack to her head.)
LEO: You see, I told you this was faster. You wanted to take the cross-town cow.
GRACE: How do you have a horse in Manhattan?
LEO: I rented him in the park, you know. Some weeks we ride; some weeks we just get a pretzel.
GRACE: Ooh, ooh, we're here. Pull over.
[LEO MANEUVERS THE HORSE INTO A PARKING SPACE.]
LEO: Parking spot. [IMITATING HORSE NEIGHING] Score!
LEO: Just slide on down. I'll catch you. I gotcha.
[GRACE STRUGGLES TO GET DOWN.]
LEO: Wow, you know, some people can't do that gracefully.
[GRACE SLIDES DOWN ON HER STOMACH.]
GRACE: Ooh. Hi.
GRACE: Thank you.
LEO: I'm Leo Markus, by the way.
GRACE: Grace Adler.
LEO: Maybe I can take you out sometime, you know. By you dinner, or...
GRACE: You're asking me out? [LAUGHS] Oh.
LEO: You're laughin' in my face. That's-- Yeah. No, it's good. Guys like that.
GRACE: No, no. I'm not laughing at you. It's, um, see, I'm about to-- Uh, ooh, this is just ironical.
LEO: So dinner?
GRACE: No. Uh, look, Mr. Markus--
LEO: Dr. Markus.
GRACE: Uh, Dr. Mark-- Doctor?
LEO: Yeah, I know. It's pretty boring. I'm just your nice, average, Jewish doctor.
GRACE: Look, I really, really have to-- Jewish? I-I gotta go... before I find out you come from money.
SCENE IV: The Sperm Bank
(WILL is still waiting for GRACE when JACK enters.)
WILL: Hey. Jack, what are you doing? I thought you had an audition.
JACK: The part didn't speak to me.
WILL: So, what, it just gave you the finger?
JACK: And, uh, opt to ignore, okay? Anyway, um, you know, I was thinking about this whole baby thing, and, um, I decided you should have a baby with Kelly Ripa. Why? 'Cause she's Kelly. And she's Ripa. [WHISPERING] She's Kelly Ripa.
GRACE: I know, I know, I know. I'm crazy late. I had an accident.
WILL: What happened?! And it better not be something stupid, like when you missed my 35th birthday because you ran into a mailbox.
GRACE: I ran into a lamppost.
GRACE: I did! I did. Look! A doctor on a horse came up and took me to the drugstore to get an icepack. I'm not making this up. [POUTING] I hurt my head. [GRACE POINTS TO THE CUT ON HER FOREHEAD.]
WILL: Your head? Like you keep anything in there.
DOCTOR: Good afternoon. Do we have the sperm?
JACK: Okay. You're gonna have to give me a little more notice than that.
[JACK EXITS THE ROOM.]
DOCTOR: Why don't you put on this gown, and we'll get started.
[THE DOCTOR GIVES GRACE A HOSPITAL GOWN AND EXITS. GRACE FUMBLES WITH THE GOWN TRYING TO UNFOLD IT.]
WILL: Hey, it's not a map of space. It's a gown. Come on, open it!
GRACE: Stop stressing me! Or our kid'll end up spending eight hours a day chasing his tail.
WILL: Well, as long as he or she can tell the difference between a lamppost and empty space.
[JACK ENTERS, HOLDING UP A WHITE PAPER BAG.]
JACK: Where's the doctor?
SCENE V: The Waldorf-Astoria Hotel
(KAREN walks up to Lionel Banks' suite, holding they room key he gave her. She pauses at the door and turns away. LIONEL opens the door suddenly.)
LIONEL: Ahh, Miss Beaverhousen. That delicious scent... I knew it either had to be you or a thousand wild gardenias nestled in a mossy bank of money.
KAREN: Save it, Lionel. You're just smellin' the cheese dip in your Vandyke.
LIONEL: Perhaps we should take a dirty bath together.
KAREN: Take it easy, sleazy. I only came here to give you your key back. I am a married woman. Sure, my husband is an enormous bulldozer of a man who has to be hit with a stun gun before he can be weighed or medicated. But when I said "I do" to Stan Walker and his attorneys... I meant that to be forever.
[KAREN GIVES LIONEL HIS KEY.]
LIONEL: I admire your integrity. Would you care to step inside, take your clothes off, and discuss it further?
KAREN: [GASPS] I would indeed!
[KAREN ENTERS LIONEL'S ROOM. LIONEL FOLLOWS, CLOSING THE DOOR BEHIND HIM.]
SCENE VI: Will's Apartment
(GRACE takes a pillow and places it under her shirt to see what she would look like pregnant.)
GRACE: Not bad.
[GRACE PUSHES THE PILLOW UP TO HER BREASTS.]
GRACE: But better!
[WILL ENTERS, CATCHING GRACE WITH THE PILLOW IN HER SHIRT.]
WILL: Oh, thank God. I thought I was gonna have to breast-feed the baby.
GRACE: I was just playin'. I like what I got.
[GRACE PULLS SOME PADDING FROM HER BRA AND TOSSES IT ON THE COUCH.]
WILL: Why are you up? The doctors said the best chance of getting pregnant was being flat on your back with your legs in the air. So come on, pretend somebody just paid for dinner.
GRACE: That's offensive.
WILL: Pretend it was lobster.
[GRACE FLOPS ONTO THE COUCH AND THROWS HER LEGS INTO THE AIR.]
WILL: Got you a couple of presents. Twizzlers and...
[WILL HANDS GRACE A BAG OF LICORICE AND A BOOK.]
GRACE: A dictionary?
WILL: Yeah. I don't want our kid to say "ironical."
JACK: Come on, Will. Put your lips on, fix your wig, 'cause we are going to the new club called the Gay Gay Gay Gay Gay Club.
GRACE: Aw, that sounds fun. Will you take me sometime?
JACK: [SCOFFS] Grace, please, it's not that gay. [TO WILL] Let's go.
WILL: [TO GRACE] You don't move.
GRACE: Ahh, great. Knock me up and run. Somewhere my old gym teacher is saying, "I told you so."
WILL: Well, sweetie, it's been this way for generations. Moms stay home. Dads go out and cruise guys.
JACK: Or as my dad used to call it, "bowling." He even got a trophy for it. How sick is that?
GRACE: Well, have fun. Bring me back a souvenir-- Ew. Don't.
[WILL AND JACK EXIT, BUT WILL IMMEDIATELY RETURNS.]
WILL: Maybe I shouldn't go.
JACK: [FOLLOWING WILL] Come on, Will. I'm all set. Even got my surprise underwear on.
WILL: You mean no underwear?
JACK: That's the surprise.
WILL: No, I-- This-- this is our baby. It should be a priority. Besides, it'd feel weird, you lying here, me being out there, giving guys the old, "Hey, lookin' fine in your Calvin Kleins." [WINKS AND SMILES]
GRACE: You don't wink, do you? Tell me you don't wink.
JACK: [DISGUSTED] He winks.
WILL: You know what, no. It just-- It doesn't feel right. I'm--I'm gonna take a break from all of it. Yup, I am taking myself off the market, just for a little while.
GRACE: Wow. If you're going to do that, maybe I should too.
WILL: So we're not dating?
GRACE: I think we're not.
[GRACE EXTENDS HER FOOT TO WILL AND HE SHAKES IT.]
JACK: Hmm... Very similar to the deal the rest of the world made not to date you.
KAREN: [SADLY] Hi, kids. Just came by to say hello. Heh. I'm fine. Nothing's wrong. [VOICE BREAKING] Everything's peachy.
[KAREN TURNS HER BACK TO EVERYONE AND LEANS AGAINST THE FIREPLACE.]
[WILL, GRACE, AND JACK POINT TO EACH OTHER TRYING TO DECIDE WHO HAS TO TALK TO KAREN. THEY DO ROCK/PAPER/SCISSORS. WILL LOSES.]
WILL: [SIGHS] Hey, Karen, you seem down. Looks like you could use a shoulder to drink on.
KAREN: Thanks for carin', Chuck. Earlier tonight, Lionel Banks invited me to his hotel room. Heh, well, at first I didn't want to go because, well, I'm a lady, and I do have moral standards to uphold.
KAREN: I know! That was just for us. Anyway... so I got to his room; we started talking. Had a couple of minibars. [SIGHS] And, uh, next thing I knew... he's touching me. I couldn't stop him. I didn't want to! After years of being with Stan, I felt like "finally a man who knows how to make a woman feel like a girl, and how to make that girl feel like a slut, and how to make that slut feel like a woman."
GRACE: Did you do it?
KAREN: We did... everything but.
WILL: Well, well, Mrs. Walker.
GRACE: Ooh. Now, that's interesting.
WILL: Wait a minute. Everything but, "B-U-T," or everything butt, "B-U-T-T?"
KAREN: Everything but, B-U-T.
WILL: Oh, well, anybody can do that.
KAREN: But now I don't know what to do. I wanna see him again, but-- I don't know, should I?
JACK: Well, on one hand, Stan did give you permission to sleep with other men while he was in prison.
GRACE: Yeah, but on the other hand, he is your husband; you did take a vow to stay faithful to him.
[WILL HAS POURED KAREN A GLASS OF WINE; HE HANDS IT TO HER.]
WILL: What are you going to do, Karen?
KAREN: [SIGHS] The only thing I can do... I'm gonna tell Mr. Banks to take a hike, and I'm gonna wait for my man to get sprung because, let's face it, Stanley Walker may not be a handsome man and he may not be a charming man...
[KAREN TAKES A DRINK AS EVERYONE WAITS FOR HER TO CONTINUE.]
KAREN: That's it.
SCENE VII: The Corner Coffee Shop
(GRACE sits down at a table with a muffin.)
GRACE: What a rook, only five blueberries. $3.50 for a muffin? You'd think they'd give ya more than-- Hold on a second. This side is lousy with blueberries.
[LEO MARKUS ENTERS AND NOTICES GRACE, STUFFING HER FACE WITH MUFFIN.]
LEO: Grace Adler, what are you doing here? You didn't hit your head on that coffee urn, did you?
GRACE: [MOUTH FULL] Leo, hi, what are you doing here?
LEO: It's fate. Once in a lifetime, the stars line up to bring two people together. That and my office is right there.
[LEO SITS DOWN AT THE TABLE WITH GRACE.]
GRACE: [LAUGHS] What are you doing now?
LEO: I'm joining you.
GRACE: For what?
LEO: Small talk...you know, a little back-and-forth. I just went and now you go.
LEO: Is it my turn already? You know, heart pumps are tricky. Your turn.
GRACE: Okay, I get it. You're fun. But I'm-- I'm just not dating. I've got a lot-- a lot on my plate right now, a lot I need to focus on.
LEO: Okay, I get it. No date. Well, at least let me have a look at your gash.
GRACE: [HORRIFIED GASP] That is the rudest thing--!
LEO: On your head. From the lamppost.
GRACE: I knew.
[LEO PEELS BACK THE BANDAGE ON GRACE'S FOREHEAD.]
GRACE: Ow, ow. Easy, easy. Come on.
LEO: Calm down, hold still.
GRACE: How's it look?
LEO: It looks good. It looks very good. [LEO GENTLY PLACES HIS HAND ON GRACE'S CHEEK.]
GRACE: [BACKING AWAY] Okay, Dr. Feelgood. Time to go operate on someone else.
LEO: Let me--let me just give you something to help it heal then. It's a topical cream. Just put a little bit on two or three times a day. That's all.
[LEO WRITES OUT A PRESCRIPTION ON A PAD AND HANDS IT TO GRACE.]
GRACE: [READING] "Have dinner with me tonight."
LEO: Gee, tonight, I don't know, I-I-I... I have a lot on my plate right now, a lot I need to focus on, so...
[GRACE GETS UP AND LEAVES.]
SCENE VIII: The Walker Penthouse, Karen's Bedroom
(KAREN is dressed in lingerie and a robe, drinking a martini, preparing for her big night.)
KAREN: [SINGING] I'm coming out. Buh-pow! I want the world to know. I got to let it show. I'm coming out--
[KAREN NOTICES HERSELF IN THE MIRROR.]
KAREN: Ooh, I am coming out! Ooh. [LAUGHS] Whoo! Okay, patience, girls. Save it for Lionel.
[KAREN ADJUSTS HERSELF AND TIES HER ROBE.]
[KAREN PULLS BACK THE COMFORTER ON HER BED.]
[JACK POPS UP.]
JACK: Don't do it!
[KAREN HUNCHES INTO A MARTIAL ARTS POSITION.]
KAREN: Hoo! [SIGHS] Honey...
JACK: I knew when you said you weren't gonna sleep with Lionel that you would... because that's what I would have done.
JACK: Sex is a drug, Karen. I should know. I'm a licensed dealer.
KAREN: I hate that you know me so well. But who are you to judge, Judy? I need the touch of a strong man. And it's not enough anymore having Rosario wrestle me into my robe every morning. You have to go. Come on.
JACK: But it's wrong.
KAREN: Wha--? What are you talking wrong? You're the one who told me monogamy was for lesbians.
JACK: And I still believe that, girl. But I was on stage in acting class, and I had a lot of time to think, you know, during my scene partner's lines, and it came to me. Maybe cheating isn't good for a marriage.
KAREN: I know, honey. But I'm not the one who messed it up. Stanley did, when he landed himself in jail for an extra year and a half.
JACK: I know you still love him, Kar. And I love you... and your money. I don't want to see either one get hurt.
KAREN: Oh, poodle. Mmm.
[KAREN HUGS JACK.]
KAREN: You don't have to worry about me. I know who I'm doin'.
SCENE IX: Will's Apartment
(A knock on the door. WILL answers. It's LEO.)
LEO: Oh, I'm--I'm sorry. I was looking for Grace Adler. I thought that she--
WILL: No, you're right. She lives here.
LEO: Oh, okay, um, she left her wallet in the coffee shop.
[LEO HANDS WILL GRACE'S WALLET.]
WILL: Ah, thanks. She'll be glad to have that back. It's got her frequent frozen yogurt card in it.
LEO: Just tell her Leo dropped it off. Thanks.
WILL: Does she know you?
LEO: Well, we met in the coffee shop today, and a couple days ago I helped her when she ran into a lamppost.
WILL: Oh, wait, you're the doctor from the park. Right. You're that-- That horse guy.
LEO: Jeez, you ride a horse one time, and all of a sudden you're "that horse guy." And you're what, her-- her, uh... housekeeper?
WILL: [ANNOYED] Who am I? Well, let's see, I'm the one that's been in her life for 15 years, I'm the one she lives with. I'm the one she's having a child with. So you wanna stick around and ask her out to a movie or are you pretty much set, horse guy?
LEO: I'm pretty much set.
[WILL SHUTS THE DOOR IN LEO'S FACE.]
[GRACE EXITS FROM THE BATHROOM.]
GRACE: I was in there two minutes, and I read an entire Us magazine.
WILL: Leo dropped this off.
[WILL HANDS GRACE HER WALLET.]
GRACE: Oh! Thank God. It's got my frequent frozen yogurt card in it. What, aren't you happy for me? [GRACE HOLDS UP THE YOGURT CARD.]
WILL: Who the hell is Leo, and how long he you been seeing him?
GRACE: What? [LAUGHS] We aren't seeing each other. He--he just fixed my head when I ran into a lamppost, and then I ran into him at a coffee shop.
WILL: Oh, you just keep running into things, don't you? Why don't you run into a wedding chapel, get married, and have a baby with him?
GRACE: Whoa! What the hell's wrong with you?
WILL: What's wrong with me? You broke our pact.
GRACE: What pack?
WILL: Not pack, pact.
GRACE: That's what I said, "pack."
WILL: No, P-A-C-- Let's take a different tack.
GRACE: You mean tact.
WILL: No, tack! Tack, pact! One ends with a "K." One ends with a "T." I know, it's ironical! Look it up in the freakin' dictionary!
GRACE: I didn't break any p-- agreement. All I did was have coffee with him. And I didn't even have coffee with him! I mean, if that's not holding up my end of the pa-- agreement, I don't know what is!
WILL: Don't give me that. I saw that look in Leo's eyes, those big beautiful eyes, and that hair that probably doesn't even need product! I bet he jumps outta the shower in the morning and does this... [WILL FLIPS HIS HAND THROUGH HIS HAIR.]
GRACE: Are you jealous?
WILL: No, I am not jealous. It's just I-I-I-I-I-I--
WILL: When you-- When you--
WILL: I-I-I-I-- I kissed a guy, okay? At that club the other night, the Gay Gay Gay Gay Gay club. I did go, and I met this guy... a hot hot hot hot hot guy. And I know we said we were taking ourselves off the market, but then this, this Pink song came on, and... his shirt came off. And I thought, "I've got two choices here. I can go home, and I can take care of my future baby mama... or I can get this party started." And, Grace, I got that party started.
GRACE: Don't be so hard on yourself. It's a really good song.
WILL: Anyway, I'm sorry. And, of course, there's nothing going on with you and that... horse guy.
GRACE: It's okay, sweetie. Guys are weak. Women are tougher. We're more reliable. We can take care of ourselves. Men go out and get the food. Women protect the nest.
WILL: Maybe you're right.
GRACE: No, I mean it. Go and get the food. I want some yogurt. Don't forget to get it punched because they don't offer.
[GRACE GIVES THE YOGURT CARD TO WILL.]
WILL: All right. I'll get the food. You stay here and protect the nest. And by the nest, of course, I mean your hair. And by protect, I mean, run a comb through it.
[GRACE NOTICES A BUSINESS CARD IN HER WALLET. SHE PULLS IT OUT.]
GRACE: [READING] "I can't stop thinking about you. Call me. Signed, Leo's Horse." [LAUGHS] I can't.
[GRACE CRUMBLES THE CARD UP AND TOSSES IT ON THE TABLE. SHE PAUSES FOR A SECOND, THEN PICKS UP THE CARD AND SMOOTHS IT OUT AND PUTS IT BACK IN HER WALLET.]
SCENE X: The Walker Penthouse, Karen's Bedroom
(KAREN leans back on the bed seductively.)
KAREN: Okay, Lionel train. Get your caboose up here!
[THE BEDROOM DOOR OPENS AND A SHADOW ENVELOPS KAREN.]
KAREN: [STARTLED] Oh. Oh, why, Stanley, I didn't smell you come in.