Will & Grace
Will & Grace, was a popular U.S. TV series that ran from 1998–2006. The main characters were: Will Truman, a gay attorney; his best friend, Grace Adler, a straight Jewish woman who runs her own interior design firm; Karen Walker, a very rich, bisexual socialite; and Jack McFarland, an effeminate gay struggling actor. The show took place in New York City.
Season 1 
Pilot [1.01] 
- Jack: 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.
- Karen: You know, marriage is... what? Marriage is... Marriage is, okay? What the hell, that's all you need to... 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!
A New Lease on Life [1.02] 
- Grace: Can you please fax this application over to the realtor?
- Karen: Oh, honey. Machinery. No.
- Grace: Karen, I'm not gonna marry someone just because I want a nice apartment.
- Karen: Um... yes. That- that would be wrong.
- Grace: It would be settling. I want to marry "the one."
- Karen: And well you should, honey. How else are you gonna get to the two and the three?
Head Case [1.03] 
- Jack: Hmm, let's take a look at a little clip from when it was still the "Michael and Will Show"... before it was canceled. "Will, can I change your throw pillows?" "No!" "Will, can I put my sweaters on your shelf?" "No!" "Will, can anyone live with a control freak nightmare like you? I'm gonna say 'no.'"
- Grace: Just F.Y.I. The first three letters in "assistant" spell "ass," so please get off yours.
Between a Rock and Harlin's Place [1.04] 
- Jack: So I've decided to take my career in a whole new direction.
- Will: Forward?
- Will: What are you talking about? You're not a performer.
- Jack: I am now. Me, a piano and a spotlight. I'm calling it "Just Jack." Here's my flyer. "Just Jack." One night only. "Just Jack."
- Will: Why one night? Oh, it's open mic night.
- Jack: Bring Grace...or a date. Ha ha, I'm just kidding.
- Will: [reads flyer] "A roller-coaster ride of emotions." Who said that?
- Jack: A critic...OK, my shrink.
Boo! Humbug [1.05] 
- Karen: Honey, I can't go. I have a home, a husband and three beautiful stepchil — No, wait. Two. Two beautiful stepchildren. Sorry. Yeah. Olivia and...
- Jack: Mason?
- Karen: Honey, I was getting there.
- Jack: Well, look at you. You're like an icon to gay men.
- Karen: Oh!
- Jack: You've got the sass, the class, the ass.
William, Tell [1.06] 
- Grace: You know, I thought I knew everything about you. But you're a mystery. Wrapped in a riddle. Surrounded by enigma. Growing boobies.
- [Jack comes in dressed as an alien.]
- Will: sherif , after closer examination, I believe I have identified the lifeform as ... gaylien.
- Grace: We come in peace. Please do not rearrange our furniture.
Where There's a Will, There's No Way [1.07] 
- Karen: Grace, desperate times call for desperate measures. It's time to get your head out of the dumps and your legs in the air!
- Will: First of all they'll give you a payment plan, which you won't follow. Then they'll garnish your wages, which you don't have. Then they'll take away everything you own... which would be your gym membership. Then... finally, they will put you in jail.
- Jack: No, no, no. They can't put me in jail, 'cause since I never started paying my taxes, I can continue not paying them. I saw that on television.
- Will: On what? The Delusional Channel?
The Buying Game [1.08] 
- Jack: I finally found my life's calling, and it involves these two hands.
- Will: Ah. So you're going to be self-employed.
- Jack: Insert laugh... here. I'm going to be a massage therapist. It was an obvious choice, being that I am a people person. I love people... as long as they're not hairy... or smelly... or have the dreaded bacne, ugh. Okay, I need some guinea pigs. Who's interested?
- Will: Smelly.
- Grace: Hairy.
- Jack: Thank you, friends.
- Karen: Bacne. Oh, who am I kidding? It's alabaster from my neck to my ass. I just don't want to do it.
- Grace: You know what the funny part is? [laughs] There is no funny part! My life is so unfunny, Mr. Hutt, it's not even... funny. I mean, what am I doing taking on a mortgage? I mean, my life is already a mess. I'm still renting an apartment, I don't have a driver's license, I'm not married, I live with a gay guy...
- Will: Grace...
- Grace: I haven't had sex in five months! And I was in Bloomingdale's this morning waiting in line to buy wrinkle cream, and this Jennifer-Love-Michelle-Sarah-Felicity-looking thing... bumps into me and says, "Excuse me...Ma'am." [sobs.]
The Big Vent [1.09] 
- Grace: I thought I would cook Shepherd's Pie.
- Will: Pray tell, Julia Child, what's in Shepherd's Pie?
- Grace: Um... shepherds? Sheep? Pie?
- Karen: [On the phone] Rosario. Hi, honey. Listen, I'm running a little late. Yeah, things are muy loco at the oficina. Mmm, listen, I'm gonna need you to feed the kids and read 'em something before bedtime... Well, I don't know, honey. Why don't you read them that book they love? "Green Eggs and I'm Hammered." No, Rosario, now why would I want to speak to them?
The Truth About Will and Dogs [1.10] 
- Karen: Grace, the bitch we hate is on line one.
- Jack: I... love this dog! We totally bonded. We just sat there together in the park. He checked out butts. I checked out butts.
Will on Ice [1.11] 
- Grace: Jada Pinkett.
- Will: Mmm.
- Grace: Hate her.
- Will: Wow, that's kinda harsh. I mean, she's not very...
- Grace: Will, you know the rules. Love or hate. No gray area, just like life.
- Will: Hate her.
- Grace: Good boy.
- Karen: Honey, did you try Balthazar?
- Grace: Karen, Steak & Brew are spitting at me through the phone. How would I get a table there?
- Karen: Oh, Grace, I am your assistant. Now, I may not be a whiz at the...[points]
- Grace: Computer.
- Karen: Or know how to work the...[points]
- Grace: Fax.
- Karen: But, honey, I do know how to get where I need to be. Now hand me the—
- Grace: Phone.
- Karen: Well, honey, I would have gotten that one.
My Fair Maid-y [1.12] 
- Karen: Gosh, I don't think I've ever been stressed out. I mean, why would I be? I got practically no responsibilities, my job's a breeze, and I got a killer rack! Good morning!
- Grace: Oh, when you smile, you have the cutest little wrinkle right there!
- Karen: Where? [runs to mirror]
- Grace: Feel that? That's stress.
- Grace: [to the maid] At least Mary Poppins did it with a song and a dance — you're like a spoonful of whoopass!
The Unsinkable Mommy Adler [1.13] 
- Jack: Anyways, I'm collecting data to put on the Internet. The world should know the truth about C-3P0.
- Will: Jack, C-3P0 is not gay. He's British.
- Bobbi Adler: Look, look, no panty line because.... no panties.
Yours, Mine, or Ours [1.16] 
- Jack: So what's cookin,' average lookin'?
Secrets and Lays [1.17] 
- Grace: Your cook's name is "Cook"?
- Karen: No, Grace, he has a name. I just don't remember it. No wait a minute, it'll come to me, it'll come to me... "Where are my damned eggs... Paul!" Paul. God, Paul is dead. Now who the hell is gonna cook for us?
- Karen: Stan had to take the kids down to Scarsdale to see their real mother. What was her name? Wait a minute, it'll come to me... "Stan, take the kids to see that bitch... Kathy!"
Season 2 
Guess Who's Not Coming To Dinner? [2.01] 
- Will: I got a call from my friend at the I.N.S. yesterday, and apparently the marriage between a 30-year-old gay man and a postmenopausal Salvadoran maid flagged something in their computer.
- Karen: Okay, are we done yet?
- Will: No. Look, they're gonna start making random visits to verify that Jack and Rosario are a real married couple. So since their official residence is listed as your place, I think the best thing would be for Jack to move into your penthouse.
- Jack: I just adore a penthouse view! Ooh, my very own sexless marriage. Just like Will and Grace.
- Will: No, not like Will and Grace. We don't even live together any more. She's got her own apartment.
- Jack: Eight dysfunctional feet away.
- Karen: Lord, they're like Siamese twins who are joined at their boring personalities.
- Karen: Hey. Hey, you're on the clock, tamale. Get to work!
- Rosario: Listen, lady, I'll squash you like a wormy apple.
- Karen: [suddenly emotional] Oh, Will, don't let them take my sunshine away!
- Rosario: [embraces her] I love my mommy!
Das Boob [2.03] 
- [Grace is surprised when Will clamps his hands over her breasts.]
- Will: I think you've sprung a leak.
- Grace: What're you talking about?
- [He lifts his hands, and her water bra sprays twin streams.]
- Will: I haven't been with a woman in some time, but I'm pretty sure they're not supposed to do that.
Polk Defeats Truman [2.05] 
- Grace: Your lips can go from here [points to Will's lips] to HERE! [points to her butt]
To Serve and Disinfect [2.06] 
- [Jack has accidentally slammed the door onto Grace's face.]
- Grace: Ow! You crushed my nose. [exits]
- Jack: Sorry! If it's broken, we'll get it fixed. [to Will] For the second time.
- Grace: [sticking her head through the window] I heard that, you bitch. And this nose has never been touched.
- Jack: I'm sorry, ma'am, you can pick up your fries at the next window. [to Will] Guess what? I've been promoted to captain at my catering company, and tonight I'm supervising an event at the Waldorf-Astoria. I will have eight men under me. How great is that?
- Will: Eight men? What'd you do, write the Gay Make A Wish Foundation?
- Jack: You couldn't do my job for one night. I challenge you!
- Will: Okay, I'll do it.
- Jack: Ha! I knew you wouldn't do it because you are scared.
- Will: I agreed.
- Jack: What just happened?
Homo for the Holidays [2.07] 
- Judith McFarland: [in response to Jack telling her he is gay] Looking back on it... there have been clues. When you were a child, you were overly fond of the nursery rhyme "Rub-a-dub-dub, three men in a tub". And you do have a lot of flamboyantly gay friends. I mean, look at Will!
- Grace: Well, you've come on a good night. Jack's mother is going to be joining us, and she doesn't know Jack's gay.
- Karen: How could she not know? What is she, headless?
- Grace: Jack, this isn't going to be as hard as you think. On some level, your mother has to know your gay. I mean, she has met you, right?
I Never Promised You An Olive Garden [2.09] 
- Karen: Honey, Stan can't make it. He's having some work done on his Mercedes. Or his... kidneys... I wasn't really paying attention.
- Will: Holy hangover, Batgirl. How fun was last night?
- Grace: So fun. Naomi and Kai know all the best clubs.
- Will: Yeah. Who'd have thought that after 2 a.m., Tiki Donuts becomes a Latino drag queen bar?
- Grace: I forget... Is "chocolate éclair" the name of a donut or one of the performers?
- Will: Why are you screaming at me? Yech. [puts his head in the sink under running water]
- Grace: [looking down her shirt] Oh, my God. When did I get my nipple pierced?
- Will: [looking down Grace's shirt] That's your earring.
- Grace: [Pulling ring out] Not right. So what time are we hooking up with them tonight?
- Will: Midnight. It's gonna be wild.
- Grace: This whole week has been wild.
- Will: I know. They're crazy.
- Grace: They're fantastic.
- Will: I hate them.
- Grace: Me, too.
The Hospital Show [2.17] 
- [An extremely young nurse enters to take Grace's blood.]
- Grace: Isn't— isn't there someone else who is a little more... experienced? Someone who didn't drive in... on a Big Wheel?
- Nurse Pittman: Oh, I don't drive. I keep taking the test over and over again, but I'm all, "This is hard!"
- [Jack runs by.]
- Will: Gay ferrets to the waiting area. Gay ferrets to the waiting area.
There But for the Grace of Grace [2.21] 
- Karen: Sorry, fruit, you're out of the loop.
- Ben: So, the salad's done, the risotto is cooking. Let's talk wine. Karen, you have any preference?
- Karen: Honey, I'd suck the alcohol out of a deodorant stick; so you're asking the wrong gal, okay?
My Best Friend's Tush [2.22] 
- Karen: Honey, love you like a cold sore!
- Helena Barnes: You're a strange child aren't you?
- Grace: Why do the British always insult you and then ask you to agree with them?
- Helena Barnes: Maybe because we think all you Americans are a tad silly. Don't you think?
Season 3 
New Will City [3.01] 
- Grace: [to Will] My love for you is like this scar. Ugly, but permanent.
Fear and Clothing [3.02] 
- Will: Did I just scream like a woman?
- Grace: Don't flatter yourself. You scream like a girl.
- Grace: Can you imagine if whoever it was had actually gotten in? He probably would've made me rub lotion all over myself so he could make a prairie skirt out of my skin. Karen, I have never been more terrified in my entire life.
- Karen: Oh, honey. Stan bought me a 7-karat ruby on our trip to Paris last year.
- Grace: What does that have to do with the break-in?
- Karen: Nothing, honey. I thought we were just swapping stories. Jeez, Louise! Didn't realize it was "All about Grace" day.
Husbands and Trophy Wives [3.03] 
Girl Trouble [3.04] 
- Gillian: And, honey? That color doesn't even look good on an orange, okay?
Love Plus One [3.06] 
- Jack: Oh my God, I love TV. Buffy is my life! I'm so into Willow being a lez.
Lows in the Mid-Eighties [3.08] 
- [Will has just confessed to Grace that he's gay]
- Will: Look, if I can't have sex with you, I couldn't have sex with any woman! It's a compliment to you!
- Grace: That's not a compliment! A compliment is "You're sexy, you turn me on," not "One look at you proves I'm a queer"!
Three's a Crowd, Six Is a Freak Show [3.09] 
- Karen: HEY, PREGGO, WHAT? YOU NEVER SEEN HERPES BEFORE?
Coffee and Commitment [3.10] 
- Jack: Hey friends, lovers, mothers and other strangers! You are never going to believe what happened to me. [trips] Oh, my God, did you see that? I almost did a half-nelson. I almost bruised my delicates, my delicates, my domo arigatos, mister tomatoes. Huge news! I have met — are you ready for this? Mister Right. Well, Mister Right Now anyway, ba-dum-dum. Goodnight folks, I’m here all week! Jack 2000! He works over at the Jumpin’ Java. You know, that coffee shop over on 72nd, and his name is Paul, and he is cute with a capital Q! And the busier it gets, the hotter he gets; and the hotter he gets, the sweatier he gets; and the sweatier he gets... I forgot where I am going with this, but the point is, me likey he and he likey me, and the best part is — shazam! He gives me free ice coffee every time I go in, which is every hour on the hour and, thank you very much, and occasionally on the half hour. Ba-da-da-da-da-da! [blows raspberry]
- Karen: Don't worry, Jackie, I'll kick coffee too! I'll just have to get used to drinking my Bailey's straight. It'll still be the best part of waking up!
Swimming Pools...Movie Stars [3.11] 
- Grace: Oh, my God. I know this apartment. You'll never guess whose it is. You're gonna die.
- Will: We're all gonna die, Grace. The important thing is what you do while you're here.
- Cheryl: Mrs. Walker? Cheryl Bricker-Fossberg, Taylor and Hayden's mom.
- Karen: I have no idea what you just said.
- Cheryl: I just want you to know I think you're awful. Your son Mason swam his heart out today, and all he wanted to do was share that joy with his family. But when he looked up in the bleachers for a familiar face, nothing. Not even a housekeeper. I find that appalling.
- Karen: Oh, yeah? Well, I find stretch pants appalling, but I'm too much of a lady to mention it, fat ass.
Crazy in Love [3.12] 
- Grace: You said that money was no object.
- Karen: Honey, that's just a saying, like, "Ooh, that sounds like fun," or "I love you."
- Will: Okay, basketball's not my game.
- Matt: Yeah, I kind of suspected that when I suggested a game of Horse and you got down on all fours.
- Will: I knew that sounded too good to be true.
- Matt: Look, you don't have to pretend to like sports for me.
- Will: Yes, I do. It's why you broke up with your last boyfriend, isn't it?
- Matt: Do you really think I'm that shallow? I broke up with him because he was poor. I'm kidding! I'm kidding. We were just different. I like foreign movies. He liked foreign men.
Brothers, a Love Story [3.13] 
- Jack: Ring... Hello? What's that? I'm bored? Thanks for calling, bye bye
My Uncle the Car [3.14] 
- [Grace is trying to start up her Uncle Jerry's old car.]
- Grace: Okay, here we go. [tries to start the car, but it just clicks] That's weird. Will, what do you think is wrong?
- Karen: Oh, my God. She just asked a fairy an engine question. We're all gonna die in this car!
- Will: Karen, you're not going to die. It would take a silver bullet and a wooden stake to do that.
- Sister Louise: My family dropped me off at a convent when I was three. Yeah, they told me that I was going to the zoo. I was so excited. They dressed me up, gave me a lollipop. All I wanted to do was see the penguins. Ironic, isn't it?
Cheaters, Part I [3.15] 
- Karen: You wouldn't happen to have a breath mint, would you?
- Lady: Why, yes, I do. It's in my purse.
- Karen: Well, pop it! It's not doing you any good in there!
- Lady: How offensive!
- Karen: Honey, it's your breath, not mine.
- Karen: Honey, how can you drink straight orange juice first thing in the morning?
Mad Dogs and Average Men [3.16] 
- Grace: Sumner, hi. If you're looking for your Aunt Karen, she's not here. She doesn't work on days that end with... "day."
- Karen: He's my nephew, and I love him like a son of a bitch! And I mean that literally. Stan's sister's a bitch.
Poker? I Don't Even Like Her [3.17] 
- Karen: So, how they hangin', honey?
- Candy: Well, thanks to Dr. Kipper, three inches higher. Listen. As much as I'd love to stay here sweatin' with the oldies, I'm getting a little woozy from the booze-y seeping from your enlarged pores.
- Karen: Oh, honey, they're not enlarged. They're just in shock over that hair color.
The Young and the Tactless [3.19] 
- Will: Hide the crucifixes. Beelzebooze is here.
- Karen: Ha ha. Oh, honey. I got a fake laugh with your name all over it.
Last of the Really Odd Lovers [3.21] 
- Val: I'm wearing your dirty bathwater in a vial around my neck.
- Jack: Okay. Time to go psycho!
Sons and Lovers [3.22] 
- Will: He's using my new Chantal sauté pan with a metal-edged spatula. There is no way a crêpe is ever going to slide off that again.
- Grace: Wow, you are more gay before 9 a.m. than most people are all day.
Season 4 
The Third Wheel Gets the Grace [4.01] 
- Karen: I've got drinks piling up on my desk and a stack of pills I haven't even opened yet!
- Grace: You and I, we have to stay focused. You know how sharks are eating machines? We are shopping machines. That means all we do is shop and poop. Shop and poop. Got it? So, what are we going to do now?
- Nathan: God, I hope it's shop.
Past and Presents [4.02] 
- Grace: [Points at Karen's pin] I see they're finally giving out medals for evil.
- Nathan: Ahh, there's nothing like hoppin' on your hog first thing in the morning and riding it 'til your butt gets tired.
- Jack: You're preaching to the choir, okay?
Crouching Father, Hidden Husband [4.03] 
- Will: Let me try to explain this in terms you'll understand. I'm tequila. [Will picks up small bottles on Karen's desk.]
- Karen: Oh, I'm liking this story better already!
- Will: These are my friends: gin, vodka, and scotch. [Scottish accent] Hello, Karen!
- Karen: Hiya, kids.
- Will: Now. You got an emergency. You want a Bloody Mary. You've poured yourself a thimble of tomato juice. Who you gonna call? Me? Tequila?
- Karen: What is this crazy talk? I want my vodka!
- Will: Exactly. So from now on, you only call tequila when you have a legal problem.
- Karen: Okay, I get it now. You're comin' in loud and queer!
- Nancy: One of my moms is gay!
- Elliot: Really?
- Nancy: Yeah, but she's not a good dancer. She built our house, though.
Prison Blues [4.04] 
- Guard: Name, please?
- Karen: Karen Walker. I'm Stanley Walker's wife.
- Guard: Excuse me?
- Karen: [shouts] I'm his bitch! Okay? Is that what you want to hear? I'm Stanley Walker's bitch! And I'm his one and only, just in case you pervs get any ideas during those lonely nights at lockdown—
- Guard: Ma'am, I just couldn't hear what you said.
- Karen: Oh, I'm Karen Walker. Oh my God, I have that same gun!
- Jack: How sorry am I? "S" is for how very sad you make me feel. "O" is for, oh, how very bad you make me feel. "R" is for how wrong you make me feel.
- Zandra: And the other "R" is for how rotten you are. Get off. Get off the stage! I don't want to even look at you any more.
- Karen: Actually honey I'm feeling much better. Yah, I just talked to Stan, he had a good day in prison today. He and a convicted junk bond trader smuggled a glazed ham out of the kitchen. So honey, if you want to leave, I know you have things to do. I mean - there's fashion mistakes to be made and it's probably happy hour at some gay bar.
Loose Lips Sink Relationships [4.05] 
- Jack: Thrilled to be here. Love you. Love everything about you. Thinking about being you for Halloween.
- Grace: Karen... I wanna ask you something, but it's really personal, and I'm afraid you're gonna be insensitive.
- Karen: Oh, honey. That makes me feel bad. Try me!
- Grace: Okay. Do you think it's weird that I've had more partners but less actual sex than Nathan?
- Karen: No. No, honey! That just means that people like having sex with Nathan and they don't like having sex with you!
- Grace: I can't believe I hesitated to ask you about that.
- Karen: Oh, relax, honey. I didn't mean it like that, of course I didn't! Listen to me! I just meant that people don't like having sex with you, okay?
Rules of Engagement [4.06] 
- Karen: Listen, there is nothing wrong with listening to Nathan and Grace have sex. It's a victim-less crime. Like tax evasion or public indecency.
- Jack: Yah, or like when a bartender doesn't notice his tip, you can slide it in front of you and leave it as your own.
- Karen: Oh great example honey! You are so quick! Like lightning.
- Will: That's a terrible example.
- Karen: Ohh, I think somebody just mad because somebody didn't think of it first.
- Karen: Oh, before I forget, I just wanted to give you a little extra sparkle. I had to Heimlich it out of Rosario's stomach right before I came over here.
- Grace: Oh my God. I'm speechless. I don't know what to say, I'd say something if I weren't so speechless, but I'm speechless so I don't know what to say.
- Karen: Oh zip it, it's a loan. Now listen to me. You got 250 on each ear, 500 G's on the wrist, and a cold 7 on the chest. It would take you, your mom and your grandma an entire lifetime of turning tricks at the plaza to get even 1/2 way there. Lose even one and you're dead.
Bed, Bath, and Beyond [4.07] 
- Will: Thank God she hasn't broken out the slides yet.
- Jack: Ohh, thank God is right!
- Will: You know about the slides?
- Jack: No, I just assumed it had something to do with her womanity, so I thought we'd just skate right past it.
- Will: No. Slides of Grace as a kid. Whenever she hits a real low point, she breaks out the slide projector and spends a few days trying to figure out where it all went wrong.
- Jack: I'd say it was the day she became a gay man and fell in love with you.
- [Grace is showing slides of herself]
- Grace: This is me as a little girl. Look at that big, goofy smile. STUPID IDIOT, OPEN YOUR EYES, NO ONE'S EVER GONNA LOVE YOU!!
- Grace: Look, I'm sorry I'm not as strong as you all. I wish that I were. But I'm not. Will, your lover of 7 years left you and you have to live everyday knowing that he's out there loving someone else. I couldn't do that. I would die. And Karen, your husband is in prison. The rock of your life, and you don't know when you're going to see him again. If I were you, I'd be a total wreck. And Jack, you're so resilient, you're a 32 year old actor/singer who gets involved in a million different relationships, and never gets invested in any of them. I wish that I could do that, but I can't. I'm not like any of you. I just handle things differently, so please, just let me go back to bed, and deal with things the only way I know how.
Star-Spangled Banter [4.08] 
- Grace: If you were any gayer, you'd be Elton John's fanny pack.
Moveable Feast [4.09] 
- Karen: So, how'd you hurt your back? Running away from good taste?
- Will: I'm hungry.
- Grace: I'm thirsty.
- Karen: I could hump a tree.
Stakin' Care of Business [4.10] 
- Karen: Oh, honey. You have a dream. You know, I had a dream too. To be rich and beautiful and have a great body. Oh, look, my dream came true!
- Jack: I couldn't help overhearing... because I was standing here listening.
Jingle Balls [4.11] 
- Grace: So I repeated the joke. When you discovered "Hold me closer, Tony Danza," you rode that till the wheels fell off.
- Karen: Grace! It's Christmas, for goodness sake! Think about the baby Jesus, up in that tower, letting his hair down so that the three wise men can climb up and spin the dreidl and see if there's six more weeks of winter.
- Dorleen: It's dark. It's glam. It's sad. It's Christmas
Whoa, Nelly! [4.12] 
Grace in the Hole [4.13] 
- Will: Jack, this isn't like the pound, where you can take home the one that wags his tail at you... Or some gay bar where you can... take home the one that wags his tail at you.
- Will: Oh, Grace. You're dating a convict? Does it come to this?
- Grace: He's not a convict. He is just some guy who did some white-collar real-estate thing and needs to be behind bars for a little while until he learns his lesson.
- Will: Oh. Hey, he wouldn't happen to have a brother who's not gay but likes to have sex with men, does he?
Dyeing Is Easy, Comedy Is Hard [4.14] 
- Karen: Knock-knock. Anybody homo?
- Jack: I am, I am!
- Jack: Wow. Elliot has two gay parents. That's like... every kid's dream.
- Jack:You're not a lesbian.....say something lesbionic
- Elliot's mom: Home Depot
- Jack:K.D.Lang you are a lesbian
A Chorus Lie [4.15] 
- [Jack is trying to find out whether his new singing partner, Owen, is really gay]
- Jack: Why don't we start with some vocal exercises. What gym do you go to? Why haven't I seen you in the clubs? And who have we slept with in common?
- Owen: I work out at home. I'm allergic to smoke. And I'm in a long-term relationship with my high school boyfriend.
- Jack: Name?
- Owen: Ben.
- Jack: I know him.
- Owen: No, you don't.
- Jack: How do you know?
- Owen: He told me you don't.
Someone Old, Someplace New [4.16] 
- Jack: I met Karen's mother. She's not dead. She's a cocktail waitress. It turns out Karen's father died when she was seven. Oh, my God. Can you imagine what Karen looked like when she was seven years old? Cute little pumps, cute little martini, cute little pills. Ah-ha-ha. Anyway, from then on they moved around a lot until Lois met a man, a ne'er-do-well named Bernie. Or was it Todd? I don't know. I can't remember, 'cause at that point I zoned out 'cause some real hot fireman came into the bar. Oh, his name was Todd. That's right. Hot Toddy. Hot Toddy. Hot Toddy. Anyway, what did I do with his number? Actually, when Karen was 16, her and her mother had some big falling-out, and Lois wouldn't tell me what it was; but I have a feeling Karen killed a man with her bare breasts. All this is in my movie. I smell sequel.
- [Will pushes Jack out the door.]
- Grace: Wow. Karen has a mother?
- Will: So, Karen, on this, the centennial of your birth, Jack wants me to wish you a happy birthday. I hope all your wishes come true. And when you do become Satan's mistress, don't you forget the little people.
Something Borrowed, Someone's Due [4.17] 
- Grace: Bill just said 2002 was the last palindrome year of our lifetime, and I laughed, and he looked at me weird. A palindrome is some kind of elephant, right?
- Karen: My mother is a con artist, okay? I send her a check once a month to keep her out of my hair. Yeah, my entire childhood was spent traveling with her from town to town, running scams on people. Never settling down. Just when I'd make a friend, have 'em over for milk and cookies... Bam! It was time to move on.
- Jack: Karen, that's shocking. You drank milk?
- Karen: The last town we lived in, I fell in love with a boy. Heh. He had long blond hair, delicate features, soft skin... At least, I think it was a boy. Well, anyway, I was in love. And he or she loved me. Until my mom scammed her, too. Then he left me. That was when I left home and never looked back.
- Jack: Karen, this isn't something you can run away from. It's not like a hotel bill or a crying baby.
Cheatin' Trouble Blues [4.18] 
- George: Oh, by the way, Will, that guy that just made partner at my firm — Brian. He's gay.
- Will: Really? The Canadian guy?
- George: Oh, jeez, that was it: Canadian. He's gonna call ya anyway.
- Karen: I'll never forget it. My fellow office workers and I were heading down to lunch, and, suddenly... The lights went out, the elevator dropped, and... Dennis Hopper said he would kill us all if his demands weren't met. I thank God Keanu Reeves was there to get us out. [cries.]
- Jack: Karen, that wasn't you, that was the opening scene of Speed!
- Karen: Oh. You know, that movie was not at all what was advertised. You think you're going to see a feel-good movie about amphetamines, and, suddenly, you're on a bus? Wh— ?
- Lois: And i certainly wouldn't have broken up you and what's his name. I mean she was nice!
- Karen: Yeah, she was — I miss him!
Went to a Garden Potty [4.19] 
- Jack: Oh, look! My ride's here, and it's a huff! I believe I'll leave in it!
- Zandra: This better be good. You're taking time away from my slow, agonizing march toward death.
He Shoots, They Snore [4.20] 
- Jack: Okay, here's the scoop, Jackson. Elliot's got a basketball tournament in Connecticut this weekend. All the dads are going, but my boss Dorleen the Whore-leen is making me do inventory. So, will you take him? Please? I'll be up on Saturday. Please just say yes. I promise I won't ask for anything else again!
- Will: Okay.
- Jack: Damn you, Will! Damn your shiny, pointy face and your sarcastic quips!
- Will: Hey, lord of the ring-dings, I said I'd do it.
- Jack: Oh. Sorry. I wasn't listening.
- Karen: Hi, what's going on? What's happening? What's the emergency?
- Grace: I think I'm in trouble.
- Karen: Well, you came to the right place. Here's what we're gonna do: We're gonna change your name, get you a new face and ship you out of the country. Here's your passport.
- Grace: [reading passport] "Rosario Salazar." This is your maid's.
- Karen: She don't need it. She ain't going anywhere.
Wedding Balls [4.21] 
- [Karen is showing Jack a card trick.]
- Karen: Is this your card? [Holds up a card]
- Jack: No.
- Karen: Is this your card? [Holds up another card]
- Jack: No.
- Karen: Is this your card? [Holds up another card]
- Jack: No.
- Karen: Is this your card? [Holds up another card]
- Jack: No.
- Karen: Is this your card? [Holds up another card]
- Jack: I can't remember.
- Karen: Ta-da!
- Jack: That is so freaky, Karen. How did you do that?
- Karen: Oh, sorry, honey. A magician, like a prostitute, never reveals her tricks.
- Rita: Maybe you could be a little more specific in your analysis.
- Jack: Oh, don't try to confuse us by speaking French.
Fagel Attraction [4.22] 
- Gavin: You got a set of eyes like two inviting pools of chocolate pudding.
- Will: Hey, that guy looks suspicious. He's in a gay bar eating a hot dog without any irony.
Hocus Focus [4.23] 
- Karen: Honey, you say potato, I say vodka.
- Jack: You don't get to have ideas. This show is called "That Old Jack Magic," not "That Old Assistant's Magic."
- Karen: Oh! Old? Well, how do you know that? There are parts of me that were just a twinkle in a scientist's eye three weeks ago. Besides, I was just trying to help.
- Jack: You wanna help? Then remember your place. You're the assistant... and let's not forget where that word comes from — Latin, meaning "ass of an ant." So keep your ideas to yourself and assist. It shouldn't be that hard. It's what you do. Get it? [ leaves the room]
- Karen: I'm gonna be so mad when my mood elevators wear off.
A Buncha White Chicks Sittin' Around Talkin' [4.24] 
- Karen: You know what else is incredibly sad? Poor people with big dreams. Actually, that's not so much sad as it is incredibly funny.
- Grace: I wanna travel the world. Anywhere. Everywhere. You know, as long as it's clean and they speak English and it's safe.
- Will: You've just narrowed your world travel plans down to Denver.
A.I.: Artificial Insemination [4.25] 
- Grace: Please tell me that you didn't drink your lunch yet.
- Karen: Honey, I just got done drinking breakfast. You gotta give the liver a little time to digest!
- Cher: You know, don't talk to me about rejection, okay? I mean, look how many times I've gone down in flames. Remember, I lost the Oscar for Moonstruck.
- Jack: But you won the Oscar for Moonstruck!
- Cher: And don't you forget it.
Season 5 
Humongous Growth [5.04] 
- Karen: [laughs] Kids are dumb.
Boardroom and a Parked Place [5.06] 
- Karen: Oh. Hi, honey. Listen, you gotta talk to that shower head. He got a little fresh. I had to put him in his place. Well... [whispers] my place.
Homojo [5.15] 
- Karen: Which lever do I pull to be crushed by a safe?
Dolls and Dolls [5.21] 
- Karen: [knocks on the washing machine door glass] Where are the fish?
- Jack: No, Karen. It is a laundromat. People come here to clean their clothes. Then they reuse them.
- Karen: Why, poor people are just plain clever. I wonder, why they can't figure out a way to make more money?
23 [5.23] 
- Jack: Gosh, Grace, it was so sweet of you to cook Will and Karen dinner.
- Grace: Well, you know, I just figured after a long day at the divorce hearing, it would be nice to come back to a home-cooked meal.
- Jack: You're so generous. I swear, if you weren't Jewish, you'd definitely go to heaven.
- Grace: Thanks Jack. And if you weren't gay, you'd go there, too.
- Lorraine Finster: [whispering] Pssst. I'd like you to have all your things out by tomorrow morning, all right?
- Karen: [whispering] Oh, okay. Oh, pssst. I'd like you to eat me.
Season 6 
Dames at Sea [6.01] 
- Jack:...but when we get to Saint Bart's I swear I'm taking an EPT, and if it's blue I am not going through this alone!... again!
Last Ex to Brooklyn [6.02] 
- [Diane, who has slept with both Will and Leo, says that will was better in bed]
- Leo: What do you mean, Will was better? He couldn't find a g-spot with Yahoo! Maps.
- Karen and Jack: YAHOOOO!
- Karen: I like you. Wanna make out?
- Diane: I like you too, lets see where the evening goes...
- Leo: So, you and Will...
- Diane: Yep, me and Will...
- Leo: And, uh, me and you...
- Diane: Yep, me and you...and maybe later me and Karen!
Home Court Disadvantage [6.03] 
- Karen: I hate Leo. Yeah.
- Grace: What?
- Karen: Yep. Hate him, hate him, hate him, hate him. He's dull, he's ugly and he don't make me laugh.
- Karen: Beverley Leslie, with your pants so tight, won't you be my partner tonight?
- Beverly: Ooh, I would be honored.
- Leo: You think we can take 'em?
- Grace: Please. Between the two of us, we've got eight feet on them.
Me and Mr. Jones [6.04] 
A-Story, Bee-Story [6.05] 
- [After a gay spelling bee.]
- Jack: The other guy couldn't get "erect"... I, however, could.
- Jack: Got anything written on your freakishly tinier boob?
- Karen: It's only smaller when its scared.
Heart Like a Wheelchair [6.06] 
- Karen: Hey, Wilma, I need your help! Remember Loraine Finster, the dame who stole my husband and tried to bump me off? Well, I think I found her, a private dick said he dug up an "L. Finster" at the Hotel Kickerbocker. Come on, let's go down there and give her what-for!
- Will: As much as I'd love to put on a trenchcoat and look for your grip on reality, I can't. I've got to take care of Mom.
- Karen: Oh, how sweet, a gay man living with his mother..would you like me to pre-heat the oven or do you want to just jump right in?
- Maralyn: Oh, hello, Karen. You know, I took your advice about overcoming pain with visualisation, I'm going to throw these painkillers away.
- Karen: Oh, I'll throw them away for you, yep, right in the ol' trashcan. (tossing the pills down her her throat)
Nice in White Satin [6.07] 
Swimming from Cambodia [6.08] 
Strangers with Candice [6.09] 
Karen: Oh my God! This is a nightmare slash delightful!
Will: Leave her out of this!
Grace: I'd like to but she is fingering your hair!
Fanilow [6.10] 
Karen: This is Jacky, he's a 'Fagilow.'
The Accidental Tsuris [6.11] 
A Gay/December Romance [6.12] 
- [Grace ducks under the table to pick up the bowl of noodles she dropped.]
- Karen: Grace, please! A girl'll do anythin' to get a peek at my pie!
Ice Cream Balls [6.13] 
- Jack: Hey, I just got your message. You needed to see my ass and pee?
- Will: I needed to see you A.S.A.P.
Season 7 
FYI: I hurt, too [7.01] 
- Grace: You know, the old Grace would have done this [smacks her hand onto Jack's forehead.] But now, I just have this new serenity thanks to Mr. Kabbalah.
- Will: He's not a person! He's not like Mr. Peanut.
- Jack: Uh, Mr. Peanut is not a person, Will.
- Karen: He's a legume.
Dance Cards & Greeting Cards [7.16] 
- Jack: How do I put this delicately?... You are a raging 'mo yourself!
The Fabulous Baker Boy [7.17] 
- Will: (about Karen's pastry chef) The man is an artist. You wouldn't fire Picasso would you?
- Karen: I would and i did. He put both breasts on one side of my body, I wouldn't take it from plastic surgeon and i wouldn't take it from him.
From Queer to Eternity [7.22] 
- Karen: My catchphrase is: "24 hours in a day, 24 beers in a case." You figure it out.
Friends With Benefits [7.23] 
- Karen: The only complaint you have is that the American Kennel Club hasn't recognized you as a breed yet!
Season 8 
Forbidden Fruit [8.12] 
- Karen: [singing] Hush, little gay boy, don't you cry...
Grace Expectations [8.16] 
- Jack: Hey, what's in the bag, fag?
- Will: Oh. Muffins from James. Do you think it's weird that he got them by cutting in line and then lying about needing them for his dying mother?
- Karen: No, not at all, honey. I mean, that's the same way we used to get bread and juice during the Great Depre— Eighties.
Partners 'n' Crime [8.21] 
- Grace: Will, you're not the President. Get out of my uterus!
Whatever Happened to to Baby Gin? [8.22] 
- Jack: Wow, this baby name book is really great. Ooh, here's a pretty one: Clitorissa.
- Will: That's Clarissa!
- Jack: Oh, well, that's just gross.
The Finale [8.23] 
- Grace: Have another drink.
- Will: Have another donut.
- Grace: Fag!
- Will: Hag!
- Grace: Screw you.
- Will: You wish.
- Grace: You couldn't!
- Will: Not because I'm gay. Because you're hideous.
- Leo: I want that old couple to be us. Ya know, I wanna be gross with you.
- Grace: [crying] I can be gross. People tell me I'm gross all the time.
- [Karen and Jack are talking to each other on the phone.]
- Karen: Hey, Jackie.
- Jack: Hey, Kare. What's the story, drunken whorey?
- Karen: Well, we need to do something to get Will and Grace back together. Honey, it's been almost two years.
- Jack: Well, why does it always fall on us to help those two?
- Karen: I know, poodle. Ya know, sometimes it seems like our sole purpose in life is just to serve Will and Grace.
- Jack: Right! It's like all people see when they look at us are the supporting players on the Will and Grace Show! So how to get Will and Grace in the same room...
- Karen: Jackie, wait a minute. I just had an even better idea!
- Jack: What!
- Karen: Well, honey, I can't tell you over the phone!
- Jack: Oh, of course. (they hang up their phones & the camera zooms out; they're in the same bathtub)
- Karen: Honey, ya know what I love about our plan to pay off a nurse to direct Will and Grace to the hospital room of a total stranger in a full-body cast whose face is covered in bandages, each one of them thinking its one of us in that bed with our bones broken?
- Jack: What?
- Karen: The simplicity.
- [Referring to Will and Grace after a fight]
- Karen: Do you find them exhausting?
- Jack: I always have.