(SETTING: A crowded New York City street at night. There is a light covering of snow on the ground and lights are on in the stores. There is a sidewalk magazine stand nearby and a bench in the centre. Will is sitting at a bench, reading a paper and wearing jeans, a black sweater, and his black jacket. Grace is standing nearby, flipping through a magazine. Jack and Karen are visible in one of the stores behind Will and Grace trying on clothes. All is quiet for a moment. Suddenly, music starts from out of nowhere and WILL puts down his paper and looks off into the distance. WILL begins to sing.)

WILL:
NYC
What is it about you?
You're big
You're loud
You're tough

NYC
I go years without you
Then I
Can't get
Enough

(WILL jumps onto the bench)

WILL:
Enough of the cab drivers answering back
In the language far from pure
Enough of frankfurters answering back
Honey, you know you're

GRACE: (putting down her magazine)
In NYC
Too busy, too crazy

(joins WILL standing on the bench)

WILL:
Too hot
Too cold
Too late
I'm sold
Again
On NYC

(Will & Grace hold hands and hop of the bench, then begin dancing in the middle of the street)

GRACE:
NYC
The shadows at sundown
The roofs
That scrape
The sky

BOTH:
NYC
The rich and the rundown
The Gay
Pride floats
Goes by

WILL:
What other town has so many cute men
(A cute guy walks past WILL, winking at him. WILL starts to follow him)
Who happen to be gay?
No other town, I don't care where you've been,
Can take your breath away
Like

(GRACE grabs WILL's arm and drags him away from the man)

BOTH:
NYC

GRACE:
You make 'em all postcards

BOTH:
You crowd
You cramp
You're still
The champ
I yen
For NYC

(WILL and GRACE begin to dance around the sidewalk, avoiding shoppers.)

BOTH:
The shimmer of Times Square

WILL:
The clothes

(The two enter the store KAREN and JACK are in. JACK is in the change room and KAREN is putting her coat on)

GRACE:
The style

BOTH:
The guys!
The city just
Casts a spell on you
It feels
Like you've
Been hexed

JACK (Leaping out from the change room):
To think of all of the singing you've done
And still not mentioned sex!

KAREN (paying at the cash register):
NYC
Just got up this evening
Three grand
Two cards
One me

(KAREN snaps her fingers and several men in matching suits appear and carry her bags out for her. KAREN heads out, followed by JACK, GRACE, and WILL)

KAREN:
NYC
I give you fair warning
Up there
In Saks
I'll be

(KAREN and JACK begin to dance)

KAREN:
Go ask the salesgirls at Barney's
The gal they know the best
Though Paris makes me such pretty designs
Their outfits come addressed

(KAREN spins out from JACK and opens her coat to reveal a beautiful black dress)

KAREN:
To NYC
Right up to my penthouse
That's way up high
Tonight
I'll buy
It all
In NYC

ALL (GRACE, WILL, KAREN, and JACK link arms and begin skipping down the street):
NYC
You're standing room only
You crowd
You cramp
You're still
The champ
Amen

(They stop at the crosswalk, unlink their arms and hold each other's hands.)

ALL:
For NYC!

(They cross the street, still holding arms and singing. The scene fades and we see GRACE sleeping in bed. Suddenly, her eyes pop open and she sits up in bed.)

GRACE (groggily): What the hell? (Her alarm clock goes off and she hits it off) Today is going to be a weird day.

(Opening credits role after each characters first singing their lines. The scene is all different scenes put together of what they're singing about. But it will sometimes flash back to Will's apartment where they are singing the song.)

JACK: So no one told ya I was gonna be so gay (Does a windmill, and Cher hair fling back) Sean .P Hayes

KAREN: My job's a bitch, I'm rich (throws 20 bills into the air) ain't my life risqué? (takes a sip from her martini) Megan Mullaly

GRACE: I never thought that I'd end up here (spreads arms out to WILL's apartment) Debra Messing

WILL: When it hasn't been your payday (points to JACK, and slips him a 20) The man you seek (points to Grace, gives her a hug) or even hate that I'm queer (points to Karen. Karen gets a surprised look on her face) Eric McCormack

WILL: I'll be there for you , when you need to call (scene of WILL answering the phone)

KAREN: I'll be there for you, cuz it's only just us four (scence of the four of them at a movie)

JACK: I'll be here for you cuz it's by musical debut (scene of Just Jack 2002)

KAREN: I'm still in bed at one, work began at 8 (scene of KAREN in bed, with a nightshade on her eyes)

(Back at WILL's apartment)

JACK & GRACE: Will brought us breakfast so, so far things are goin' great (Jack and Grace hold up their Starbuck's coffes)

WILL: My father warned me ther'd be days like these (shrugs)

KAREN: But Grace won't be mad, I'll buy her everything she needs (holds up a blouse to her chest and nods in approval)

(Still at WILL's apartment)

WILL: I'll be there for you , when you need to call (sings and dances)

KAREN: I'll be there for you, cuz it's only just us four (also does a little pirouette)

ROSARIO: (comes in WILL's door, slams it shut) What about me? ( shrugs) Shelley Morrsion.

KAREN: Honey, who cares (pushes ROSARIO down out the door) 'bout you? (laughs; ROSARIO comes back in and hits her with her handbag)

GRACE: No guys will ever know me, no guys will never see me, (turns to WILL) seems like you're the only one who knows what it's like to be me (pats WILL on the back, as if to say its alright. WILL gets an astonished look on his face, and puts his hands on his hips)

JACK: Someone to spend my day with (scene of JACK riding in on his scooter to GRACE's office where KAREN is sitting)

KAREN: Someone to spend all my bucks at Saks with (scene of her and JACK shopping)

ALL: Even if we all get busted, we'll always know I've got yooouu, yeah

(Sing the next part in the apartment)

GRACE: I never thought that I'd end up here

WILL: When it hasn't been your payday (points to JACK), the man you seek (points to GRACE) or even hate that I'm queer (points to KAREN)

ELLIOT: (ELLIOT enters) I'll be there for you, to go to the mall (holds his hands up) and Michael Angarano as Elliot.

I'll be there for you , maybe even to go on tour (JACK gets all excited and then does Just Jack)

I'll be there for you, cuz ya havn't got a clue (Puts hand on Jack's shoulder, JACK gets a huge frown on his face like a sad child)

ALL: I'll be there for you,

I'll be there for you,

I'll be there for you,

Cuz you're there for me too. (song ends with a everyone crowding together, and smiling at the camera)

It always happens just the same, they're always gay
You're just like all other old flames, yup they're all gay
Wish I could say I'm surprised,
But seems the whole world prefers guys
In the end they all proclaim? That they're all gay

Seems Will would be my perfect mate, if he weren't gay
We could have the perfect date, if he weren't gay
Dinner out and dancing
Just no desire for romancing
Fits in well with my true fate? That he is gay

All men in my life turn out to be gay
They all say they swing the other way
Prob'ly should, get a clue
When they've got such great taste in shoes

Seems I should give up the fight, cos they're all gay
Accept I won't find fight Mr Right, cos he'll be gay
Even though it just seems
That the good ones are all queens
I still want my armored knight, who is not gay

Someone who won't tell me that he's gay

I won't ask "What did you just say?"

Cos he won't tell me that he's gay

(WILL comes into MR. STEIN'S office)

WILL: Sir, you wanted to see me?

MR. STEIN: Yes, WILL, have a seat

(WILL takes a seat)

MR. STEIN: Now, it's not that you haven't been an excellent lawyer here, but-

WILL: Wait! Before you say it, I need to keep my job. My friends need the money.

MR. STEIN: Excuse me?

(Music Begins)

WILL: The time has come, my great career is going downward quickly
Something that is so hard to believe
But before you bring my job to an end so abruptly
This is important to people more than me
And who?
I'll tell you
Please do not fire me, my friends need the money
Jack needs it for rent
Every dollar spent
Gives him a home
Please do not fire me, my friends need the money
Jack doesn't have a job
Don't make him a slob
Please let me stay
My money was coming quickly
But suddenly it won't see me
Even though I thought I was great at my job
But listen to me
Please do not fire me, my friends need the money
Grace needs it for fun
I'm the only one
She asks for dough
For dough
Please do not fire me, my friends need the money
Grace needs it for dress
Now, she'll be depressed
Just what she needs!
Please do not fire me, my friends need the money
It's their only way
To have things all paid
They count on me
Please do not fire me, but if you fire me
Karen loses a lawyer
That wouldn't be fair
I'd let her down
I couldn't do that!
I need my job

MR. STEIN: Will!

WILL: Wait!
Finally I have moved up
And suddenly I find my cup
Empty, and I can't fill it again
Why me?
Please do not fire me, my friends need the money
I need to help them
Let me help my friends
Give me one more chance!

MR. STEIN: Will! (Smiles) Get back to work!

WILL: Yes!

Sung by Jack. Singing about his life in show business.

JACK:
Long ago I knew that I was different.
Would rather go shopping than throw a ball.
So I lived my life the way I wanted to.
Lots of men, fab clothes, great friends, I've got it all.

WILL:
Looking back, things could have turned out differently.
Could have stayed with Grace and lived the perfect lie.
We could have had a house, 2 kids, a dog.
The only problem is, she's not a guy.

Chorus

WILL JACK
Isn't it good? Oh so good

WILL JACK
Isn't it wise? Oh so wise

BOTH:
Isn't it fabulous, we BOTH like guys.

JACK:
And we can tell a pashmina from a normal shawl

WILL:
Incredidble

JACK:
I've got my fantasy and freedom

BOTH:
Aint it great to be gay!

JACK:
Whether I'm with Dan, Doug or Rudy
Or searching for man candy at the gym.
Even happy hour down at Boy Bar.
This is when I know I'm in heaven.

WILL:
I'd be happy meeting someone special
Sharing my life with that one great love.
And though the paths our lives are on WILL separate.
We'll never be ashamed of them because

Chorus

WILL JACK
Isn't it good? Oh so good

WILL JACK
Isn't it wise? Oh so wise

BOTH:
Isn't it fabulous, we BOTH like guys.
So we stand proud, and declare that our lives are a hit.
We're here, we're queer, get used to it.

WILL JACK
Isn't it good? Oh so good

WILL JACK
Isn't it wise? Oh so wise

BOTH:
Isn't it fabulous, we both like guys.
JACK:
And we can tell a pashmina from a normal shawl.

WILL:
Incredidble

JACK:
I've got my fantasy and freedom

BOTH:
Aint it great to be gay!

WILL:
It WILL take time for them to understand.

BOTH:
Aint it great to be gay!

First I was middle class, I was horrified!
Kept thinkin' I could never without cash at my side
But then I spent so many nights with rich men around the town,
and I married, a rich man to get along

So now I'm back with lots of dough,
I just walked into Barney's and bought some stuff from a woman's fashion show
I think I'll buy a little more, I think I'll get another maid
I'm just a socialite with a rich husband who likes to trade

I think I'll go, walk out the door.
I'll keep on drinkin, til I'm passed out upon the floor.
Won't you the one I asked to fix me a little drink?
You think I'd get it myself? You think I'd do real work like poor people who stink?

Oh no not I! I will thrive!
Oh, as long as I have funds to spend, from nothing I'll be deprived.
As a rich bitch I'm gonna live,
And I'll take more than I'll give,
I will thrive, that's how I'll survive!
Yeah, honey

It took all the cash I had from my husband's stocks,
Just tryin' hard to keep my looks with all of that botox.
And I spent so many nights just feelin' numb from all the drugs,
I can't even cry
I can't help but hold my head up high,

And you see me, somebody new;
I'm not that bad dressed, sober woman like my friend Gracie the Jew. (No offence Grace!)
My husband can't just drop in, it'll be a year before he's free,
So I'll be savin all my lovin' for clothes that just love me,

I think I'll go, walk out the door.
I'll keep on drinkin, til I'm passed out upon the floor.
Won't you the one I asked to fix me a little drink?
You think I'd get it myself? You think I'd do real work like poor people who stink?

Oh no not I! I will thrive!
Oh, as long as I have funds to spend, from nothing I'll be deprived.
As a rich bitch I'm gonna live,
And I'll take more than I'll give,
I will thrive, that's how I'll survive!

I will thrive, I will survive!
Uh, huh...

I think I'll go, walk out the door.
I'll keep on drinkin, til I'm passed out upon the floor.
Won't you the one I asked to fix me a little drink?
You think I'd get it myself? You think I'd do real work like poor people who stink?

Oh no not I! I will thrive!
Oh, as long as I have funds to spend, from nothing I'll be deprived.
As a rich bitch I'm gonna live,
And I'll take more than I'll give,
I will thrive, that's how I'll survive!

I will thrive, I will survive!
Yeah, yeah
Oh honey, you have no idea!

WILL:
I don't know exactly what you're thinking,
When you waken each morn?
You open up your closet, pick an outfit
And a fashion disaster is born.

JACK:
But now I realise that we cannot let you go on,
Thinking that you can pull off fawn.

KAREN:
Every skirt, every top, every outfit is a flop.
And Honey, I thought we talked about this blouse
Polka dots, stripes or tie dye,
It's so wrong it makes me cry

JACK:
(Spoken:)Well it would if she could cry

KAREN:
And Honey I thought we talked about this blouse.

JACK
I used to think that if you lived with a gay guy,
long enough you'd know,
What's in and out of fashion, what goes with what.
But still we cry 'Grace, NO'

WILL:
Capris pants, Ruffled sleeves and a skort, C'mon please.
I don't know how you can leave the house.
We really want to help you have good taste.

KAREN:
But Honey I thought we talked about this blouse.

(INSTRUMENTAL SECTION)
(Jack, Karen and Will do a dance around grace, taunting her with hideous clothes)

JACK, KAREN AND WILL:
Capris pants, Ruffled sleeves and a skort, C'mon please.
I don't know how you can leave the house.
We really want to help you have good taste.
But Honey I thought we talked about this blouse.

(We find Karen and Grace in the midst of another argument!)

KAREN: Honey, did we or did we NOT talk about this skirt!

GRACE: Karen, the way I dress is none of your business. Besides, maybe I'd take your criticism SERIOUSLY if you got a little work done here!

KAREN: Huh-wha-how-you-huh?! I can't believe what I'm hearing! After all I've done for you!

Garce: Oh, that's rich!

KAREN: Well!

(music begins)

GRACE:
Different things,
Different things,
Why is it that we never... agree?
Different things,
Different things,
My point of view's something you... don't see.

I'm an interior designer
With feelings
I'd like for you to do a little work
But I must say, don't get my way
You're just a rich, drunk floozy in a skirt!

(Karen gasps)

KAREN:
Different styles,
Different smiles,
I've had more botox than Joan... Rivers
Different mo's*,
Different clothes,
Thinkin' bout where you shop gives me... shivers!

Some women are blessed with fab diamonds, (looks at herself)
Some women just have the Bling! Bling!
Can't ya see,
What I mean!
It's so obvious that we want
Different things!

GRACE: (very upset)
I'm a Jew
You're subdued
With a quart of Cappin' Carona
I will thrive
I'll survive
You'll just end up drunk and... alona!

(Karen's in a blinding rage of fury right now)

GRACE:
Some women have small expectations!
Some just want secretarying!
Don't ya see,
What I need?
But, you just can't see that I want
Different things!

(Music still plays, but Karen and Grace have begun clawing at eachother. Just then, Rosario walks in and grabs both Karen and Grace by the hair and seperates them)

ROSARIO: What are you doing, Lady?

KAREN: Stay out of this, El Transvesto!

ROSARIO: Chill Lady! I got three cans of pepper spray in my pouch and I ain't afraid to use it! (music slows down) Now, why the hell are you fighting? You gals have been frikkin' bosom buddies for years now! (Karen and grace are silent. They slowly begin to look at eachother. The music is still slow)

GRACE:
Some women just need some attention...

KAREN:
Some women just have seperate needs...

(Music picks up again)

BOTH:
But who cares?
We can share!
We don't really think about our...
Different... thiiiiiiiiiiiiiiiiiiiiiiings!

KAREN: Oh, honey, I'm sorry.

GRACE: Me too Karen.

KAREN: Come on, let's go! We'll have a girls-day-out at Barneys!

GRACE: Karen, you're going to buy me clothes?

KAREN: (silent).... HA HA HA HA HA! Oh... oh that's good, honey.

(Grace and Karen begin to leave)

ROSARIO: HOLD IT LADY!

KAREN: Relax, Rosie, you're coming too!

ROSARIO: ...Okay!

(end of scene)

Duet by Jack & Karen. Sung to the tune of "Girls Just Wanna Have Fun". Singing about their close friendship and living the high life.

Duet by Jack & Elliot. Set to the tune of "We Are Family". Singing about how, despite their differences, they're love each other and are family.

(Setting: KAREN'S penthouse, ROSARIO stands alone in the center of the room with her leather jacket, sunglasses, and pocketbook ready to leave. She hesitates just before opening the door, and puts her belongings except her sunglasses down on a table. Music starts and she walks over to the supply closet. Starts to sing)

ROSARIO:
Look at this stuff, isn't it neat? (holds up a can of Febreeze)
Wouldn't you think my supply closet's complete? (Opens closet, and makes large sweeping gesture referring to all the supplies)
Wouldn't you think I'm the maid, the maid who has everything!
Look at this place, sparkling clean, (points to places around the apartment) how many servants can one penthouse hold? (two servants come down the stair case and ROSARIO shoos them away.)
Lookin' around this apartment you'd think, sure, I've got everything! (plays with her sunglasses)
I've got dusters and mops a plenty, (two servants re-enter one with a duster , the other with a mop)
I've got sponges and scrubbers galore (Servant 1 pulls a sponge from her apron, Servant 2, a scrubber)
You want fresheners? Ive got 20 ( throws a hand full of pine car fresheners out of her apron)
But who cares, no big deal, I want more! (stands up a table, servants stand by her side)

(Next Scene ROSARIO is followed by her two maids on Main Street which is exceedingly busy)
I wanna be where real people are, walking around shopping, and working (people walk around her with shopping bags, and briefcases)
Watching daytime on - what a ya call it? - NBC! (looks in shop window where a trashy soap is playing on 10 TVs)
Being a maid you don't get to far, Mops, and brooms are required for cleaning (makes hopeless gesture with hands)
Strolling along main street with a - what a ya call um? - Friend? ( Joins arms with the two servants)
Down where they shop, down where they work, down where they spend all day having fun (Crowd stops for a second)
Wandering free, wish I could be part of society! (Crowd continues)
What would I give to spend a day out of this wretched old apartment? (looks up at high-rise in disgust)
What would I pay to buy a mag from the stands? (Buys a Woman's Day magazine from a near by vendor)
Betcha down there, they aren't aware, betcha they don't ever care!
Tired maid, sick of draggin Ms. KAREN'S ass out of bed!

(KAREN'S limo drives up on the sidewalk and almost hits people, busts a fire hydrant KAREN gets out of the limo carrying shopping bags from Saks)

KAREN: "Hey Hunchback of Spanish Harlem what are you doing out in public, you know your not aloud outside! Your scaring all the freaks away! Shouldn't you be calling the doctor for my perscription, and my full body work at the spa? Or how bout getting those corns off your fungus-is-among us mammoth feet)

ROSARIO: Watch it lady, you come around here smelling like Bloody Marys and sidecars, drunk as a skunk-a-sauraus, and you want me to run around like I'm your maid!"

KAREN:"Honey you are my maid! Now stop, drop, and roll"

ROSARIO: "Well no more, Ms. KAREN, I've walked out on you before and I'm going to do it again, I want to experience life for myself, not for some lazy assed, Cruella DeVil, fossil of a bitch, you're wrong." (slaps KAREN in the face, KAREN stumbles back obviously drunk, snaps her fingers and points at ROSARIO. KAREN'S bodygaurd starts to chase after her, ROSARIO and the two servants run down the street dodging people while singing)
What's a waxing and, why does it? What's the word, hurt!
When's it my turn, when I stop pouring martinis, and start exploring the world?
Out of this hell, wish I could be part of society! (Slow motion :Jumps in the air, The crowd of people on the sidewalk in front of her catch her and cheer. The screen freezes as ROSARIO wears a huge grin being carried by the crowd)

Duet between Karen & Rosario. Set to the tune of "Hey Big Spenda". Singing about how Rosario takes care of Karen.

Duet between Will & Grace. Singing about how they'd be a perfect couple if he wasn't gay.

Currently Being Written, Do NOT Apply to Write This Song