SCENE I: Will's Apartment

[JACK, WILL, GRACE, AND KAREN ARE FINISHING UP DINNER.]

JACK: Mm, mmm. Excellent dinner, Will. I'd help with the dishes, but I'm riveted by this week's In Touch.

[JACK PICKS UP A MAGAZINE.]

WILL: You mean the B-version of People... Cheaple.

JACK: There's this article on Mandy Moore and Andy Roddick I'm dying to finish. I've only gotten through one half of the quarter page.

KAREN: I don't know. I think actresses and tennis players are a bad match. When Agassi was with Brooke Shields, his hair fell out and her show stayed on the air.

WILL: It's so cool how Mandy and Andy met. She said that he was cute, and then his mom called her publicist. I want someone's mom to call my publicist.

GRACE: Guys, is this really what it's come to? All we have to talk about are the lives of celebrities?

KAREN: Yeah, it's fun. Get on board. Mandy and Andy. [KAREN SNAPS HER FINGERS.]

WILL: No, Grace has a point. I mean, our lives are just as interesting as those of famous people, like mine, for example. I'm taking a cooking class.

GRACE: Don't say it like it's small and pathetic. I think it's important.

WILL: I didn't say it like it was small and pathetic. I kind of said it like it was a big thing. I'm taking it with Larry.

JACK: Oh, can I come too?

WILL: Sure.

GRACE: See what's going on? We don't need celebrities. We're talking. We're sharing. Things are happening.

KAREN: So, Jack, why the class? Why cooking? Why now?

JACK: Well, I don't want to be one of those people that always talks about their boyfriend. But now that I have a boyfriend, I wanted to cook my boyfriend a home-cooked meal. Boyfriend!

GRACE: So, Karen, what's going on in your life?

KAREN: What's going on? Ugh, how much time do you got? My mother moved back to town-- Hmm, that didn't take as much time as I thought.

SCENE II: Grace Adler Designs

[GRACE IS WORKING AT HER DESK. KAREN IS AT HER DESK, TYPING ON A LAPTOP COMPUTER.]

GRACE: Karen, if that computer's on, I'm going to be really alarmed.

[KAREN'S MOTHER, LOIS WHITLEY, ENTERS.]

LOIS: [TO KAREN] Kiki!

KAREN: Mama!

LOIS: Aw, honey.

[LOIS AND KAREN HUG.]

LOIS: Grace, Grace.

[LOIS AND GRACE HUG.]

LOIS: Aw, look at you. You look fantastic. Have you lost weight?

GRACE: Uh, no, actually, I've gained a little.

LOIS: Well, obviously I can see that, but it's rude to say it, isn't it?

KAREN: Hey, what are you doing here? I thought we were meeting up later in the morning for pancakes and beer?

LOIS: Well, you know, I was working on the apartment. And I just--I got so depressed. I mean, it needs so much work. I think I'm gonna need a professional.

KAREN: Mama, you're in luck. Grace is a designer. Yes. She's got a great eye for color. She's good with clients. And she does amazing things with fabric.

GRACE: God, Karen, you're so sweet.

KAREN: But you better have a lot of money in the budget for Egg McMuffins, because Heavy G like to eat.

[KAREN AND LOIS LAUGH.]

LOIS: [TO GRACE] So what do you think? Can you help me out?

GRACE: Well, I do have some time. I've been working on a bedroom for this Westchester housewife, but I can't really do anything until her stripper pole arrives, so... So what kind of budget are we talking about?

KAREN: Hey, hey, hey, hey. This is my mother you're talking about. Nobody puts my Linda on a budget.

LOIS: Lois.

KAREN: Yes?

LOIS: Look, Karen, you have helped me out before, but I want to do this on my own. Now, listen, Grace, I've got $1,400 to do five rooms. What can you do for me?

GRACE: Before I answer that, could I just say how much I admired your old relationship, you know, the one where money was no object. Let's take another look at that.

KAREN: Now, Grace, the fact that my mama wants to do this without my help gives me a beautiful feeling.

GRACE: So does the pill that you take every 15 minutes labeled "beautiful feeling." So pop another one and give me some more cash.

KAREN: Come on, Grace, please. This is important to us. Please.

GRACE: How can I resist those sad dilated pupils?

SCENE III: Ann's Cooking Class

[WILL IS STANDING AT ONE OF THE 5 COOKING ISLANDS WIPING SOME POTS AND LIDS. THE INSTRUCTOR, ANN, ENTERS.]

ANN: Oh, do we have an early bird? You're here for the class?

WILL: Yes, I'm, uh, I'm Will Truman. You know, my mom has every single one of your cookbooks. Would you mind signing one for her?

ANN: Oh.

WILL: Her name's also Will.

ANN: [CHUCKLES] Okay. Absolutely. Now, please, don't be self conscious around my prosthetic finger.

WILL: Oh, I thought it was a real finger.

ANN: Oh, well, it's not.

[ANN BITES DOWN ON HER FINGER AND LAUGHS]

WILL: I believed you before you bit it.

ANN: Don't worry. I didn't lose it in a cooking incident. It was shot off in our parking lot.

WILL: Oh.

ANN: Oh! Are you here on your own?

WILL: Oh, no, no, no. I'm meeting some friends. Kind of a guys' night out.

ANN: Oh.

WILL: And when we're together, we get a little crazy. So watch out. But not messy crazy. You know, more like tidy crazy.

[A COUPLE, DEBBIE AND DON, ENTER THE CLASSROOM.]

ANN: Oh, welcome, welcome. Grab an apron. And, gentlemen, do not be afraid that an apron will make you look girly.

[WILL IS PUTTING ON HIS APRON...A WHITE, FRILLY APRON WITH AN EMBROIDERED BLACKBIRD PIE ON IT.]

ANN: Although sometimes it does.

WILL: Oh, sorry, I brought my own.

ANN: Oh, my. You don't see embroidery like that anymore.

[ANN PUTS ON HER GLASSES AND TAKES A CLOSER LOOK AT THE APRON.]

WILL: Thank you. It's just a basic McCall's pattern. But I kind of put my own stink on it with the embroidery. I was something of a stitching prodigy in my--in my early teens. And, uh, in case it wasn't clear, I'm gay.

DEBBIE: Oh, Don, he's gay. We should introduce him to your brother.

DON: My brother's not gay. He's a workaholic.

[WILL'S FRIENDS, LARRY AND JOE, ENTER THE CLASSROOM.]

LARRY: Hey, Will.

WILL: Hey.

LARRY: Love the apron. McCall's?

WILL: Yeah. Joe, you came. I thought it was just gonna be Larry.

JOE: Well, we're kind of in a love phase. The seven-year itch sort of scabbed over and fell off. Now we can't be apart.

LARRY: My husband, the poet, huh?

ANN: Okay, everybody. Wash your hands. I do before every class. Once a week I throw the fake one in the dishwasher.

[JACK AND STUART ENTER.]

JACK: Will, the sweetest thing just happened. The lady on the elevator said we were a cute couple.

STUART: Well, actually she said, "Stop making out or the fires of hell will consume you."

JACK: That's just an expression. Like "we don't want your kind in our neighborhood" or "there he is, get him."

WILL: So you--you brought Stuart.

JACK: Well, yeah, he's my boyfriend. Joe and Larry, my boyfriend Stuart. Boyfriend Stuart, Joe and Larry. Boyfriend, boyfriend, boyfriend.

DEBBIE: [TO DON] Wow, everyone's gay. Your brother and his roommate should take this class.

DON: He has a roommate because he's a workaholic.

ANN: Okay. Before we get started, why don't we all go around and introduce ourselves. Please, please.

DEBBIE: We're Don and Debbie. I'm Debbie. We love to cook. We're big grillers.

[ANN NODS AND MOTIONS TO JOE AND LARRY.]

JOE: Oh, well, we're Joe and Larry. And we just celebrated our 15th anniversary. And, well, we have a five-year-old.

LARRY: Adopted. I didn't want to lose my figure.

JACK: Oh, we are Jack and Stuart. I'm a pretty stewardess from Omaha, Nebraska. And this is a businessman I met on a nonstop flight to Sexyville. Heh-heh.

STUART: I don't want to get all John Wayne on your asses, but, pardner, this one's a keeper.

JACK: Oh!

[JACK AND STUART HUG.]

[ANN MOTIONS TO WILL.]

WILL: We're...Will. Uh, this is my apron. If you count the blackbirds, you'll note there are 4 and 20.

ANN: Okay, all the recipes that we are going to be making tonight serve two. But you can double the recipe if you're having another couple over for dinner. Or, Will, in your case, cut them in half.

WILL: You know, uh, I'm not always alone.

LARRY: That's right. His mother was living with him until recently.

[WILL GLARES AT LARRY.]

SCENE IV: Lois's Apartment

[GRACE EXITS THE BATHROOM TO TALK TO KAREN.]

GRACE: Whoo! Do not go in there.

KAREN: Oh, honey, again? See a doctor.

GRACE: No. I just sanded the walls and it's all dusty. I must have peeled up all that awful linoleum. Good news, underneath all that awful linoleum, awful tile. What are you doing?

[KAREN IS PAINTING HER FINGERNAILS.]

KAREN: You told me to paint. I'm on my second coat.

GRACE: Not your nails. The walls.

KAREN: Oh.

[KAREN BEGINS PAINTING THE WALL WITH FINGERNAIL POLISH.]

GRACE: Not with nail polish. With paint.

KAREN: Oh.

[KAREN DIPS HER FINGERNAIL POLISH BRUSH INTO THE PAINT CAN AND BEGINS PAINTING THE WALL.]

GRACE: Not with that brush! A big brush!

[KAREN FLINCHES.]

KAREN: God, honey, stop yelling at me. You're making me feel incompetent.

GRACE: [SIGHS] Karen, I need help. I can't afford to hire real workers. So you and I, we've gotta do it ourselves. Unless you want to slip me a little more cash. Come on. [WINKS AND CLICKS TONGUE] No one has to know. [CLICKS TONGUE]

KAREN: Get over it, Grace. You're not getting any more money. That's the way my mom wants it. Besides, I've done my fair share. I hired a burley construction worker to do the heavy lifting.

[ROSARIO ENTERS AND DROPS A ROLL OF CARPET ON THE FLOOR.]

ROSARIO: That's it, lady. I'm on lunch.

SCENE V: Ann's Cooking Class

ANN: No, really. It's a prosthesis. Look.

[ANN PUTS HER FAKE FINGER INTO THE FRYING PAN AND IT BEGINS STEAMING AND SIZZLING.]

ANN: Nothing. Now... when you've heated your pan, we are going to add two tablespoons of butter. Will, for you, that's one. Four cups of chicken stock. Will, for you, that's two. And... a teaspoon of salt-- Will, for you, that's--

WILL: Let me guess, half of it?

ANN: No, use the whole one. You're on your own. You might as well bloat.

STUART: [QUIETLY TO JACK] Aw, that is just so, so sad. Look, Jack, will you promise me something? If in a year, Will is still alone, we'll have him put down?

LARRY: [QUIETLY TO JOE] Thank God for you, Joe. I know we can be bitchy to each other-- well, more you to me-- but when I look at Will...

JOE: Yeah, and, to think, I was so much more into him than you for awhile.

LARRY: Me too! What happened to him?

WILL: You know I can hear you? You're looking at me when you say it. Look, how many times do I have to tell you, I'm fine being alone. I even prefer it. You know, I'm here to learn about cooking. I don't have to be paired up with someone to--

[ADAM, A TALL, YOUNG, AND HANDSOME GUY ENTERS THE CLASSROOM.]

ADAM: Sorry, am I too late to be in this class?

WILL: [OVER-EXCITED] Not at all! Free spot right here! Let me get you up to speed. She's got a fake finger, and I'm single.

[WILL SMILES AT ADAM.]

[LATER...]

ANN: Lower the flame, uncover the lids, and we'll see how our ratatouille turned out.

ADAM: You're an amazing cook. You know that?

WILL: Adam, I am not.

ADAM: No, the way you chop that egg plant, it was really sexy. Would it be too intimate if I fed you?

WILL: Would it be too intimate if I cried while you did it? Just be careful you don't get any on the apron.

[ADAM BEGINS FEEDING WILL SOUP.]

JOE: [TO LARRY] Why do you keep looking at the new guy? Do you think he's sexier than I am?

LARRY: Of course not. Come here.

[LARRY GIVES JOE A BIG HUG, WHILE TURNING JOE SO THAT HE CAN SEE ADAM.]

STUART: [TO JACK] This is a lot of fun. You know, she also teaches a master class in baking. We should take that.

JACK: Oh, yeah, then we could be master bakers.

[STUART LOOKS AT JACK.]

JACK: [REALIZING HIS PUN] We could master bake together.

[JACK AND STUART GIGGLE.]

DON: [TO DEBBIE] Maybe my brother is gay.

DEBBIE: Well, what'd you think, Don? The man wears Chinese slippers.

ADAM: [TO WILL] Let's hurry up and eat this so we can get out of here.

WILL: Why? Do you have plans later on?

ADAM: I was hoping I did.

WILL: Really? Well, um...

[WILL GRABS THE BOWL AND BEGINS SHOVELING THE SOUP INTO HIS MOUTH.]

ADAM: Will, you're gettin' that all over your apron.

WILL: [WITH HIS MOUTH FULL] I don't care!

ANN: Everybody, switch, because it's a good idea to sample each other's work. Uh, but you may want to sit this out, Debbie. No offense, but I noticed your cold sore.

DEBBIE: It's not a cold sor--

ANN: Sit down, Debbie! It's gross.

[STUART AND ADAM TRADE PLACES.]

STUART: [TO WILL] Well, you seem to be having fun, you dog.

WILL: I know. [BARKING] Ruff!

STUART: Yeah, that's the sound a dog makes. Anyway, we're, uh, we're just happy to see that you found someone. Jack was saying, if it went on much longer, he's was thinking about buying you a hooker. [CHUCKLES]

WILL: That's 'cause he has all those gift certificates.

STUART: No, seriously. He even clipped out an ad from Homo Extra.

WILL: [LAUGHS] Yeah, right, like he'd ever buy me a hooker. Like Jack would ever buy--

[WILL LOOKS OVER AT JACK, WHO IS GIVING MONEY TO ADAM.]

JACK: 60, 80, 100.

SCENE VI: Lois' Apartment

[KAREN AND GRACE HAVE BROUGHT LOIS TO SHOW HER HER NEWLY RENOVATED APARTMENT.]

KAREN: Okay, open your eyes!

[LOIS LOOKS AROUND.]

LOIS: Oh, Grace. This is gorgeous! I'm amazed that you could do this on such a tight budget.

GRACE: Well, between Ikea, eBay, and Rosario's bedroom, we were able to pull it together.

LOIS: I love it. It's, it's wonderful. And the best part is I finally have a home where my daughter can visit me.

KAREN: Oh, Mama. I feel really good about this. Like, for the first time in your life, you're actually putting me first before the money, the scams, the passing off of horsehair ponytails as human hair.

LOIS: [RE, HER PONYTAIL] It's a good one, isn't it?

KAREN: I'm proud of you, Mom. You really have changed.

GRACE: And I'm proud of you, Karen. I have never seen you work so hard. I've never seen you work.

KAREN: And I'm proud of you, Grace. Not only has the weight gain made your breasts bigger, but you've pulled this whole place together with nothing but pluck and the sweat of your brow.

GRACE: And a lot of toxic glue. [TO LOIS] You'll be fine, just don't buy a canary.

LOIS: I am never going to leave here. I just love this apartment.

GRACE: So does your neighbor. She was so impressed, she wanted to buy it for something like 100 grand more than you paid for it.

LOIS: [LAUGHS] No kidding? Oh... Excuse me.

[LOIS GETS UP AND WALKS TO THE DOOR.]

KAREN: Wait. Where are you going?

LOIS: Well, I'm gonna take her offer. Get out of this hole and buy a McDonald's in Tokyo. I mean, it's always been my dream.

GRACE: Wait a minute. I busted my hump so you could have a nice home and be closer to your daughter, and now you're just gonna ditch it to make a quick buck?

LOIS: I'll cut you in for a third.

GRACE: I'm in.

KAREN: Grace, how could you? You know how important this relationship with my mother is to me, and now you're abandoning me for a lousy third?

GRACE: I'll give you a third of my third.

KAREN: [BOWING] Sayonara, Mama-san.

SCENE VII: Ann's Cooking Class

ANN: Okay. That concludes stews and soups for gay men and the occasional straight couple. I hope you enjoyed it. I'm gonna hand out some of these evaluation forms. Um, I'm supposed to leave the room while you fill them out, but I find I get better results if I stay.

ADAM: So, Will, I hope this isn't out of line, but you up for coming back to my place later?

WILL: Well, Adam, I hope this isn't out of line, but are you a filthy whore?

ADAM: What are you talking about?

WILL: Oh, please. Let me tell you something. Will Truman doesn't have to pay for it, okay? Will Truman just goes months and months at a time without it and then pours all his sexual energy into his embroidery.

JACK: [UNDER HIS BREATH] Will, what are you doing?

WILL: I know you paid this guy. Couldn't you have at least gotten somebody halfway respectable instead of this piece of rough trade from Skankville.

ADAM: I'm from Montclair, New Jersey.

WILL: Get to a clinic, ho!

ADAM: I don't need this. I may be tall, but I still have feelings.

[ADAM THROWS HIS APRON ON THE GROUND AND EXITS.]

JACK: What was that?

WILL: Oh, come on, Jack. "60, 80, 100." I saw you pay him.

JACK: Yeah, for this cute little anklet I got Stuart. Adam makes them to raise money for diabetes awareness.

WILL: But Stuart said you were thinking about buying me a prostitute.

JACK: Oh, Will, I think about that all the time.

WILL: So I just let a gorgeous, sweet man who cooks and makes his own jewelry and who was totally into me walk out that door?

STUART: No, first you called him a filthy, stinkin' ho, told him to get to a clinic, and then he kind of ran out the door.

WILL: Oh, my God!

[WILL RUNS OUT, THEN POPS BACK IN.]

WILL: [TO ANN] I promise I'll come back to sponge off my station.

JACK: Ugh, poor Will. That he would go to that place.

JOE: Well, what happened to him that he would think that the only way that a guy would be interested in him is if he were being paid?

LARRY: It's sad.

STUART: Yeah. Super sad.

ANN: That's why I got him the hooker! Well, he was bringing the whole class down, you know. When my husband died, it wasn't soup that comforted me. It was Adam.

DEBBIE: I think he danced at my bachelorette party.

JOE: Ours, too!

JACK: Hey, Stu, you got any cash? Let's see if we can get him to do anything.

STUART: Tons.

[JACK AND STUART RUN OUT AFTER ADAM.]

SCENE VIII: Will's Apartment

[WILL AND GRACE ARE SITTING ON THE COUCH, TALKING.]

GRACE: I mean, her mother had me renovate her entire apartment for, like, no money. And then she turned around and sold it for a huge profit. It just doesn't seem right.

WILL: It's immoral.

GRACE: Deceitful.

WILL: Unethical.

GRACE: We should totally do it.

WILL: We should.

GRACE: Wait, you would do that with me?

WILL: Yeah, I think it's genius. I buy the properties. You slap a coat of paint on them. We turn them around for some serious do-re-mi. I hate that Julie Andrews doesn't sing anymore.

GRACE: We'd be in business together again, like when I sold your term papers in college.

WILL: You sold my term papers?

GRACE: Didn't I cut you in? Eh, it's too late now.