Fanilow is the tenth episode of the sixth season and 132nd overall.

Will tries to hide from his friends while in line to see a Barry Manilow Christmas concert. Grace denies being jealous after her mother opted to have a Hanukkah dinner with Jack rather than her. Barry Manilow makes a brief appearance at the end of the episode.



As a die hard Barry Manilow fan, Will is first in line at the ticket booth to see "A Very Barry Christmas", telling his friends he is at the shelter to feed the homeless. Grace however runs into him camping in front of the theater.

While using the bathroom at the shop across the street, Will gets hit on by a large bear Rudy, whom he immediately rebuffs. He later overhears that Rudy is Barry's road manager so Will desperately tries to flirt with him but he is no longer interested, sensing Will is a "Fanilow".

Later, Rudy finally agrees to let Will see Barry backstage if he goes on a date with him to Philadelphia.

Better him than me

Grace is relieved that her mother Bobbi has cancelled their traditional Hanukkah-shopping weekend but is surprised to find her having dinner with Jack having their traditional Hanukkah short ribs dinner. She lures Jack away from the table and confronts Bobbi who tells her she called someone who would actually enjoy spending time with her. Grace storms off repeatedly saying "better him than me".

As Barry Manilow's song Mandy plays and reminds Grace of how her mother made her happy, she sobs and goes back into the restaurant. She scares Jack into running away and tells her mother how she wants to spend Hanukkah with her.





  • Will being a fan of singer Barry Manilow is referenced again in From Queer to Eternity, where Grace mentions the Barry Manilow fan site he maintains.
  • Peggy Lane O'Rourke previously appeared in A.I: Artificial Insemination as the cab driver.
  • Rudy describes Philadelphia as "city of brotherly love", after its Greek roots philos (love) and adelphos (brother). The city is also the setting of the gay-themed 1993 film of the same name.

Cultural references

  • Grace sings the chorus of Barry Manilow's 1974 song "Mandy" with the lyrics changed to "Mommy".


Will and Grace - Mandy

Will and Grace - Mandy


You know what? Uh, even though I live alone, nobody likes me at work, and I follow a 57-year-old pop singer around the country, this is boring, so... Could you just talk to the person on the other side of you? Cherylto Grace

Grace is after me. If you see her, fire a warning shot into her hair. Jack

Karen:This is Cheryl. She's a fanilow.
Cheryl:The man makes me happy.
Karen:This is Jackie. He's a fagalow.
Jack:The mens make me happy, too.
Will:Do you realize what you're suggesting? That is sexual blackmail!
Rudy:Yeah, I know.
Will:Okay, so long as we're clear!
Grace:What are you doing here? I thought you were feeding the homeless.
Will:Turns out they were just... snackish.
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