Original Airdate 1/30/2003
Written by Gary Janetti
Directed by James Burrows
Transcript by Rob Durfee
Eric McCormack (Will Truman)
Debra Messing (Grace Adler)
Sean Hayes (Jack McFarland)
Megan Mullally (Karen Walker)
Dan Futterman (Barry)
Harry Connick Jr. (Dr. Leo Markus)
Blythe Matsui (Flight Attendant)
Chris Berg (Handsome Guy)
La Monica Peters (Security Agent)
Joan Jaffry Poust (Passenger)
Greg Suddeth (Cabbie)
Gary Janetti (Zack)
SCENE I: Will's Apartment
(WILL and JACK are sitting on the couch in the TV room, watching TV.)
JACK: I love "24." But it's so unrealistic. I mean, it's 2 PM and he hasn't even peed yet.
WILL: I've gone twice just watching it.
[WILL TURNS OFF THE TV. HE AND JACK STAND UP AND WALK INTO THE LIVING ROOM.]
WILL: Woof! When did Kiefer Sutherland get so hot?
JACK: He didn't, sweetie...
[KAREN SUDDENLY BARGES IN.]
KAREN: Hey! What the hell did you two Mork and Mindy looking sons of bitches do to my cousin Barry? You're supposed to help him be gay but you didn't finish. The poor kid's so confused he's sitting at home on the couch watching football in a spandex onesie.
WILL: We just got started. This is a guy who 24 hours ago thought that Batman and Robin just fought crime together.
WILL: We're makin' progress.
KAREN: Yeah, well, step it up. The Human Rights Campaign gala is in a month. It's the social event of the gay season. Well, next to the Republican National Convention. And I want Barry to be ready for it.
WILL: Karen, he's 20 pounds overweight, he shops at Miller's Outpost, and he has a beard.
WILL: I don't mean "taking your mother to the Academy Awards" kind of beard. I mean actual facial hair.
JACK: He's right, Kare.
WILL: Can't be done.
JACK: Homo wasn't built in a day.
KAREN: Huh... Well, that's too bad. 'Cause I was, uh, going through my jeans this morning, and I found 20 grand in that little pocket. And I was thinking that you guys could use that to bankroll this whole operation and, uh, keep whatever's left over for yourselves, but, oh, well.
[WILL AND JACK LOOK AT EACH OTHER.]
JACK: Can-- Would you just excuse us for a second?
[JACK AND WILL MOVE OFF TO THE CORNER AND BEGIN QUIETLY ARGUING BACK AND FORTH. THEY FINALLY HUG.]
WILL: We'll do it. And I'm sorry you had to see that.
KAREN: Grace! Did you just get in? How was your flight?
GRACE: I live in Brooklyn. I took the subway.
KAREN: Right, right, right. So what was the in-flight movie?
GRACE: Well, a smelly guy in Army fatigues did a dance for me.
JACK: I love that guy. He taught me this move.
WILL: Why do homeless guys always wear Army stuff? Never the Navy, never a nice pea coat, or a sailor hat.
[JACK THINKS FOR A SECOND. THEN KAREN, THEN GRACE, THEN WILL.]
GRACE: Anyway, I just wanted to give you guys a heads-up. Leo and I are having a housewarming party. Now don't freak out about getting us a present. Don't go running from store to store. 'Cause everything I want is on this list.
WILL: I'm not getting you another present. I haven't even got a thank-you note for the two wedding gifts I got you.
GRACE: Well, we need more stuff. What can I tell you?
KAREN: Oh, honey, I'd love to go! Oh, Brooklyn in the winter. Oh, you know what, I'm gonna use my miles!
SCENE II: Grace Adler Designs
(GRACE is tapping through her Palm Pilot while KAREN sits at her desk.)
GRACE: Karen? Did you sync up my Palm Pilot?
KAREN: I sure did, honey. I also optimized your hard drive and traced that printer problem to a bad ethernet cable.
GRACE: Have I been drinking?
KAREN: Come on, now, honestly, honey, I'm a little more together than you think.
[LEO HOLDS UP A COOKIE BOUQUET UP TO THE DOOR AND TALKS AS THE COOKIES.]
LEO'S VOICE: Hey, hey. Anyone order a cookie bouquet?
KAREN: The talking cookies! They're baaack!
[KAREN GETS UP AND RUNS INTO THE SWATCH ROOM SCREAMING.]
LEO: Sure, they talk. But do they listen?
[LEO GIVES THE COOKIES TO GRACE AND THEY HUG.]
GRACE: Honey. What are you doing here? I thought you were elbow deep in someone's colon.
LEO: Yeah. But then the office party ended. So... Listen, I got some bad news. I don't think we can do that housewarming thing this weekend.
GRACE: No, I told you. When people complain about having to give another gift, you say that their first one never arrived.
LEO: The thing is... Do you remember the other day, I saw you in the kitchen in that mid-afternoon light. I said, "Man, you are the most beautiful woman in the world. How did I get so lucky?"
LEO: Yeah, I'm going to Africa for a month. I leave on Friday.
GRACE: What?! No, you're--you're-- What?
LEO: Doctors Without Borders called. That clinic I helped set up last summer, they're way understaffed. There's a virus and a vaccine. And I have to be there. Plus they think I'm on "ER".
GRACE: [SIGHS] I can't believe they're having a viral outbreak the same weekend as our housewarming party. [CRYING] Why do these things always happen to me?
LEO: I'm sorry, baby.
GRACE: I know. I'm just gonna miss you.
LEO: I know. I'm gonna miss you too. We can talk more about it later.
LEO: I gotta go pick up some toys. I fathered, like, ten kids in that village. If I show up empty-handed, there will be hell to pay. See ya.
[KAREN SLIDES AROUND THE CORNER FROM THE SWATCH ROOM, BACKED UP AGAINST THE WALL.]
KAREN: Honey... are the cookies gone?
SCENE III: Will's Apartment
(WILL and JACK are talking about how they are going to help Barry.)
WILL: Okay, so we're clear on this, right? You're gonna be in charge of Barry's body. I'm gonna work on his mind. Things like gay culture, gay politics, driving up the cost of real estate in affordable areas.
JACK: Okay. But if you have his mind and I have the body, who gets the hair? 'Cause it grows out of the mind, but it's still kinda part of the body.
WILL: That's a very good question. And that makes me feel even better about being in charge of the mind. We'll save the hair for last.
JACK: Okay, okay, okay.
[JACK SIGHS AND COLLAPSES INTO THE CHAIR.]
JACK: This is a huge project. It's such an awesome responsibility to think of someone other than myself. [SMILING] I'm a good person. [BEAT] I'm a great person.
[LATER. WILL AND BARRY ARE SITTING ON THE COUCH. BARRY IS WEARING A SWEATSHIRT THAT SAYS "I CAN'T EVEN THINK STRAIGHT." WILL IS HOLDING UP A PHOTOGRAPH OF VIVAN LEIGH.]
WILL: Oh, come on, Barry. This is an easy one.
BARRY: Um, I'm not sure.
WILL: Take a guess.
BARRY: Salma Hayek?
WILL: Salma Hayek?!
BARRY: Is that not a real person? I don't even know how I know that name.
WILL: It's Vivian Leigh from Gone With the Wind! How can a person not know that?!
BARRY: I'm tired and thirsty. Can I have a Coke?
WILL: It's Diet Coke. And no!
[LATER. BARRY IS DOING PUSH UPS AS JACK SITS ON A STOOL EATING PIZZA.]
JACK: [WITH MOUTH FULL] Come on! Let's go, let's go! Push! Remember: No pecs, no sex!
BARRY: This all seems so superficial. Are gay guys only about bodies and faces?
JACK: Absolutely not. They're only about bodies. Faces you can cover up with a cute hat or leather hood.
[LATER. WILL AND JACK ARE TRYING TO TEACH BARRY TO DANCE AS CHRISTINA AGUILERA'S "DIRRTY" PLAYS. BARRY IS HORRIBLE.]
[CHRISTINA: Ooh, I'm overdue/Give me some room/I'm comin' through/Paid my dues/In the mood...]
WILL: Looser, looser.
[CHRISTINA: DJ's spinning (show your hands)/Let's get dirrty...]
JACK: Eek. Tighter, tighter. Pull it in!
[CHRISTINA: I need that/to get me off...]
WILL: Okay, okay.
[CHRISTINA: Sweatin' 'til my clothes come off.]
[WILL TURNS OFF THE MUSIC.]
WILL: Look, um... this move... [ROLLS HIS HANDS] unless you're one of the Brady kids, should be stricken from your dance vocabulary.
JACK: Okay, Barry. Now, come on. Sit here, sweetheart. Watch and learn, all right? And note, these moves can also be performed on roller skates, okay?
[WILL TURNS THE MUSIC BACK ON.]
[WILL AND JACK BEGIN DANCING.]
[CHRISTINA: It's explosive, speakers are pumping/Still jumping, six in the morning/Table dancing, glasses are mashing/No question, time for some action.]
[CHRISTINA: Temperature's up (can you feel it?)/About to erupt/Gonna get my girls...]
[LATER. JACK AND WILL ARE LAYING BACK ON THE COUCH.]
JACK: Man, making someone gay is exhausting.
JACK: I don't know how my mother did it.
SCENE IV: Grace Adler Designs
(GRACE is working when LEO enters.)
GRACE: Oh, no. Is it 5:00 already?
LEO: Yeah, the cab's out front. Boy, 28 hours on a plane. What do you bet I still won't get through the corrections?
GRACE: You know, I am so proud of you. Tonight I'm gonna close my eyes and imagine I'm in Africa with you, helping the needy. Till "The Osbournes" start. Then you're on your own.
LEO: Okay, I gotta go save some lives.
GRACE: Yeah, I gotta go save 50%. Barney's is having a sale. Bye. I love you.
LEO: I don't blame you.
[LEO AND GRACE KISS.]
[LEO ENTERS THE FREIGHT ELEVATOR. AS THE DOOR CLOSES, GRACE PUSHES THE BUTTON AND THE DOOR REOPENS.]
GRACE: Um, if you see some cute bowls for cheap, totally stock up. And don't agree on the first price, 'cause they expect you to haggle.
LEO: Grace, these people don't have water.
GRACE: I didn't say they were good at haggling.
LEO: Okay. Bye.
[THE ELEVATOR DOOR CLOSES, BUT GRACE PUSHES THE BUTTON TO REOPEN IT.]
LEO: What? I'll get a bowl, okay? I'll take their food and dump it on the ground and take the bowl. [CHUCKLES.]
GRACE: No, I just don't want you to forget to pay the gas bill. It's due on the 21st.
LEO: Yeah, I'll pay them in wildebeests. Grace, I'm gonna be sub-Saharan Africa.
GRACE: Hey, I work too.
LEO: I-I didn't say you didn't. I-I just assumed, while I was gone, you'd take care of the household stuff.
GRACE: Oh. 'Cause I'm a housewife now? Suddenly, I'm the woman? Should I crank out a couple of kids while you're gone too?
LEO: Grace, I-I-I-- I really don't have time for this. I have to get to the airport and exchange my 100 American dollars for ten billion Zairian dollars. Okay?
GRACE: Fine, then I'm coming with you. 'Cause we haven't even begun to discuss who's gonna wash the dishes that are still in the sink.
[GRACE GRABS HER COAT AND JUMPS INTO THE ELEVATOR AS THE DOOR CLOSES.]
SCENE V: A Gay Bar
(WILL and BARRY are leaning against the bar as club music plays.)
[A HANDSOME GUY WALKS PAST WILL AND BARRY.]
WILL: He's pretty cute, isn't he?
WILL: Go talk to him.
BARRY: What?! I can't do that. He's out of my league. He's an all-star. I'm barely in the minors.
WILL: [ROLLING HIS EYES] Sports again? What did I tell you to do when those thoughts come into your head?
BARRY: Right. Judy, Liza, Barbra, Bette, these are names I shan't forget.
WILL: Good. Or Dream Girls, Company, Chorus Line, these three shows are quite divine.
WILL: Come on, you can do this.
BARRY: That's easy for you to say. You're a god.
WILL: Please. A "god." [CHUCKLES] In what way am I like a god?
BARRY: You're hot. You're successful. Every guy in this bar is checking you out.
WILL: No, they're not. Look, I was once where you are. Sorry, you're blocking their view of me.
[WILL SWITCHES PLACES WITH BARRY.]
WILL: [WAVING TO THE GUYS] Hi.
WILL: [TO BARRY] Everyone has a first time, Barry.
BARRY: I can't believe you were ever like me.
WILL: Well, I was. In my first time in a gay bar, I was no more comfortable than you are. I've just been out a couple of weeks, and Jack just decided to throw me into the deep end....
[CUT TO 1986. WILL IS WEARING A SPORTS COAT AND A MULLET HAIRDO, LEANING AGAINST THE BAR EATING PEANUTS. JACK WALKS UP, DRESSED LIKE BOY GEORGE.]
[JACK SLAPS THE PEANUTS OUT OF WILL'S HAND.]
JACK: What do you think you're doing?
WILL: I'm eating peanuts.
JACK: Have you lost your mind?! Those are little pellets of fat and breath. You might as well be chewing on loneliness. Have you asked anyone to dance? Have you talked to anybody? Have you done anything?
WILL: I can't. I feel like everyone's judging me.
JACK: Well, of course they are. It's a gay bar. Now, come on. Get out there. Who do you like? What about that guy? I saw you doing one of these when we walked in.
WILL: What? That guy? No, he'd never go out with me.
JACK: How do you know until you try? Come on, do it, Will. Come on, you got nothing to lose.
WILL: I'm scared.
JACK: We're all scared. You gotta develop thick skin. And then moisturize and sleep in gloves. Come on, go.
WILL: Jack, stop it.
JACK: Go, go.
[JACK PUSHES WILL OVER TO ZACK.]
WILL: [TO ZACK] Hi, I'm Will.
WILL: I'm Will.
ZACK: Still Zack.
[JACK THROWS PEANUTS AT WILL]
JACK: Talk to him. Talk to him. Talk.
WILL: [TO ZACK] Look, I've never done this before, but--
ZACK: Sure, I'll go out with you.
[CUT BACK TO PRESENT.]
WILL: Just like that, I got my first date. He ended up stealing my identity and traveling around Europe on my credit cards, but that "yes" felt good. There's your guy. Come on, make your move.
BARRY: Really? No, I don't know. I-I--
WILL: Come on, come on. Do it. Get your "yes." And don't give out your PIN number, even if he says he needs it to "do your chart."
[BARRY WALKS UP TO THE CUTE GUY.]
BARRY: Hi, I haven't done this much, but, um--
GUY: [PUTS HIS HAND UP IN BARRY'S FACE] No.
[THE GUY WALKS OFF.]
SCENE VI: A Taxi Cab
(GRACE and LEO are riding to the airport in a cab.)
GRACE: Okay, how 'bout this? I'll pay the bills, but when you come home, you are going to wash the oatmeal pot.
LEO: You know what, honey, why don't you send me the pot? It'll be a nice break from bringing people back from the brink of death.
GRACE: Brink of death? Give me a break. You're staying at a Hyatt.
LEO: This is ridiculous. [TO THE CABBIE] We're here.
[THE CAB STOPS AND LEO PICKS UP HIS BAG.]
GRACE: Oh, oh, oh, look at that. You took the luggage we just got as a wedding present. I guess it's just for you.
LEO: Okay, I think I know what's going on here.
GRACE: Oh, really? Enlighten me, Mr. Take-My-Luggage.
LEO: It's Doctor Take-My-Luggage. Come on, Grace. You're pickin' a fight with me 'cause you don't want to say good-bye.
[GRACE SIGHS LOUDLY.]
LEO: You're having trouble dealing with the fact that we just got married, and now I'm going away for awhile.
LEO: And maybe if you're mad at me, then you won't have to deal with your real feelings about me leaving.
[GRACE BLOWS A RASPBERRY.]
LEO: Is any of this true? And don't answer me with any of the sounds your dad makes after dinner.
GRACE: Hey! His chair makes weird sounds. When you ask him to do it again, he can't!
LEO: I have to go. Do you really want to leave it like this?
GRACE: You're the one leaving!
LEO: Okay. Fine. I'll see you in a month. Good-bye.
[LEO GETS OUT OF THE CAB.]
SCENE VII: The Gay Bar
(WILL stops BARRY from leaving after being rejected.)
WILL: Barry, wait.
BARRY: Forget it, Will. Look, I appreciate everything you've done, but I want to go home.
WILL: No, you can't leave. You're doing great.
BARRY: Great?! The guy said no before I even finished my sentence. He put his hand in my face.
WILL: That's gay for "Stop in the name of love." And then come here.
BARRY: I'm not an idiot.
WILL: I know. It'd be a lot easier if you were. Idiots do really well in these places.
[JACK AND KAREN ENTER DANCING AND SINGING]
JACK AND KAREN: Ooh, ooh! Ooh, ooh! Ooh, ooh!
JACK: I just got three numbers.
KAREN: And I just stole the wallet of "Who's The Boss"'s Danny Pintauro.
BARRY: [TO KAREN AND JACK] I'll see you guys later. If I leave now, I can cry in the tub and still have time to eat everything in the fridge.
KAREN: Barry, don't go. Don't you want to have your first man-on-man kiss tonight and give me something to call your religious maniac parents about?
BARRY: I can't do this. Just because Will got a guy on his first night in a gay bar, doesn't mean I can.
JACK: Oh, please, is that what he told you?
WILL: Well, I did score my first time out.
[CUT BACK TO 1986. JACK IS TALKING TO ZACK.]
JACK: [SIGHS] Come on, just go out with my friend. There's 20 bucks in it for you.
ZACK: Which one is he?
[JACK AND ZACK LOOK OVER AT WILL SITTING AT THE BAR. HE THROWS A PEANUT INTO THE AIR AND TRIES TO CATCH IT, BUT FALLS BACKWARDS OFF THE BARSTOOL.]
JACK: Okay, 40. And you can lose the 'tude. You act like you know Wham! or something.
[KAREN IS BENT OVER LAUGHING SO HARD SHE CAN'T TALK.]
KAREN: Ha ha ha ha ha ha! I can't-- I can't--
WILL: You paid him to go out with me?
JACK: We talked about this.
WILL: We have not!
JACK: Oh. Well, I talk to other people about it.
KAREN: Even I got a few miles out of that one at the family picnic.
BARRY: [TO WILL] Wait, that was you? Cousin Gina laughed so hard, coleslaw came out of the hole in her neck.
KAREN: [LAUGHS] Oh, boy. I gotta call that Gina. She's such a-- Oh, crap. There's Danny Pintauro, and he looks pissed.
[KAREN RUNS OFF.]
WILL: [TO JACK] You are unbelievable.
JACK: What's the big deal? It's not like you just found out you're adopted... or Canadian.
WILL: The big deal is that all of my confidence as a gay man is based on that moment. And now it's a lie.
JACK: I was just trying to help you the way we're helping Barry.
WILL: Do not compare me to Barry!
JACK: Why not? Look at him. That wreck is you 15 years ago.
WILL: [ANNOYED] Oh, please! I was never as bad as he is! Barry's pathetic!
BARRY: Stop it.
JACK: Barry. This does not concern you, okay? We are discussing Barry right now.
BARRY: Stop talking about me like I'm not even here. You call me pathetic, but I look at you guys, and all you care about are superficial things, like the homoerotic subtext of "The A-Team." [WILL LOOKS AT HIS FEET.]
BARRY: Or how to make your butt stand out, even in a dense fog. [JACK LOOKS AT HIS FEET]
BARRY: I didn't come out so I could be in your twisted production of My Fairy Lady. I came out so... I-I could find a guy and fall in love. So what do you two have to teach me? You got a 15-year head start, and you're both alone. Now who's pathetic?
KAREN: Whew, I gave Pintauro the slip. Now who wants a drink? I got "Who's The Boss" money!
[KAREN WAVES THE MONEY AROUND IN THE AIR.]
SCENE VIII: The Taxi Cab
(GRACE is in the taxi cab on her way home talking to the CABBIE.)
GRACE: Ugh, he calls me selfish. When you think about it, isn't helping people even more selfish? And then he tries to make it seem like I'm unreasonable. I'not the one being unreasonable.
GRACE: [CRYING] Yes, I am. Turn around. I can't leave it like this. And I'm telling you now, if I forget to tip, it's just 'cause I'm upset.
SCENE IX: The Airport
(LEO has his arms out being scanned by a SECURITY AGENT with a metal detecting wand.)
LEO: Now here's the thing. If something's bothering me, I-I just say it. I don't try to hide it. I don't make somebody guess what it is. I don't bury it in conversation about pots or luggage. Why should I indulge her craziness?
AGENT: Because you love her.
LEO: Crap! That's what the Skycap said...
SCENE X: Will's Apartment
(WILL is sitting in the TV room moping; JACK is sitting on the couch wrapped in a blanket.)
JACK: Will, do you think I'm pathetic?
WILL: No, of course not. You think I'm pathetic?
WILL: That's not how that's supposed to go.
JACK: Oh, I'm sorry. I'm sorry. Gimme again, gimme again.
WILL: Do you think I'm pathetic?
WILL: He really nailed us. Shallow, vain. Are we those guys?
JACK: No. Of course not. Speaking of "veins," I got a new one coming in on my forearm. [JACK PULLS UP HIS SLEEVE] I think I'm gonna name him Kevin.
WILL: He's absolutely right. I am alone. What makes me such an expert?
[JACK IS LOOKING AT THE VEIN ON HIS ARM.]
JACK: No, Jocelyn. [TALKING TO HIS ARM] Hi, Jocelyn.
[THERE'S A KNOCK AT THE DOOR. WILL OPENS THE DOOR. IT'S BARRY.]
BARRY: Look, um, I'm sorry. I think I was a little hard on you before.
JACK: Don't apologize, Barry. Will needed to hear it.
[BARRY ENTERS THE APARTMENT, SHUTTING THE DOOR BEHIND HIM.]
BARRY: Anyway, if you're still into it, I'd like to start training again. 'Cause even if you are kinda superficial, I'd rather go through this with someone than go through it alone.
WILL: We'd be honored.
BARRY: Plus, if you can manage it, I'd really like to look like this guy.
[BARRY HANDS WILL A COPY OF "MEN'S FITNESS" MAGAZINE.]
BARRY: Check out those abs. Aren't they fabulous?
WILL: [TO JACK] Was that--?
JACK: I think it was.
WILL: Baby's first "fabulous."
JACK: [QUIETLY] Get the camcorder.
WILL: [TO BARRY] Are those-- Is that Gucci on your feet?
BARRY: Oh, yeah. Aren't they great? They kill my toes and cost a fortune, but what the hell? I'll take out another credit card.
WILL: [VOICE BREAKING] I think I'm gonna cry.
JACK: Will, do you know what this means? Unrealistic body expectations.
WILL: Choosing fashion over comfort.
JACK: Living beyond your means.
WILL: Boy George, I think he's got it!
[WILL, JACK, AND BARRY HAVE A GROUP HUG.]
SCENE XI: The Airplane
(GRACE gets on the plane at the last minute. A FLIGHT ATTENDANT directs her to her seat.)
FLIGHT ATTENDANT: Ma'am, I need you to take your seat. We're getting ready for takeoff.
GRACE: Yeah, I need to find my husband. We're flying together.
[THE FLIGHT ATTENDANT PUSHES GRACE DOWN INTO HER SEAT.]
FLIGHT ATTENDANT: Now!
[GRACE SIGHS AND BEGINS DIALING HER CELL PHONE.]
PASSENGER: You know, you're not supposed to use that while we're taxiing.
GRACE: Yeah, well, you're not supposed to take two blankets either, so let's just mind our own beeswax.
LEO: [ANSWERING PHONE] Hello?
GRACE: [INTO PHONE] Hi, Leo.
LEO: [INTO PHONE] Hey.
GRACE: You'll never believe what I did. Um, what seat are you in?
LEO: [INTO PHONE] I'm not sitting. I just got home.
GRACE: [INTO PHONE] Home?
[CUT TO LEO, STANDING IN THE DOORWAY OF HIS APARTMENT.]
LEO: [INTO PHONE] Yeah. I just thought we needed a real good-bye, so I switched my flight to tomorrow. Where are you?
[CUT BACK TO GRACE AS THE PLANE TAKES OFF.]
SCENE XII: Grace Adler Designs
(KAREN is filing her nails at her desk. She is alone and whistling.)
[THE CAMERA CUTS TO THE COOKIE BOUQUET.]
KAREN: [ANNOYED] Leave me alone.
KAREN: [DESPERATE] Please, what do you cookies want from me?
VOICE: We're not the cookies. [ANGRY] We're the pencil sharpener!
[CUT TO THE PENCIL SHARPENER.]
KAREN: [RELIEVED] Oh, thank God! For a second there, I thought the cookies were talking to me.
[KAREN LAUGHS AND SMILES AND CONTINUES FILING HER NAILS.]