Fear and Clothing is the 2nd episode of the third season and the 48th overall.

After an attempted break-in at her apartment, Grace spends more time with Will and Jack at their apartment, creating undesirable living conditions. Karen and Jack are still mad at each other as he claims he received nothing from marrying her maid.


Scissors! Scissors! Scissors!

Grace is frantic because of an attempted break-in at her apartment so she spends almost all day at Will and Jack's apartment across the hall out of fear.

"You suck at this!"

Living with two other people prove to be too much for Will after he finds the breakfast all gone and his suit covered in Klaus von Puppy's hair and Guapo's droppings. After fighting over the remote in the TV room, Will blurts out that one of them has to move out.

Grace loses on a game of thumb wrestling against Jack so she agrees to move back into her apartment. However, just as she was leaving, Will tells them she should move back in with him and Jack should sublet Grace's apartment to which they agree is a better decision.

She is dead to me! Ptooey!

Karen and Jack are avoiding each other because of the disagreements they have had over his green card marriage and divorce to Rosario. Jack claims he received nothing while Karen says she had provided him with a home during the marriage.

While shopping at Bergdorf, Will makes Karen realize that Jack was just being himself and she should not stop loving him for his mistakes. Karen goes to Jack to apologize, although he is still unsure if he is ready to forgive her. After witnessing Grace slip and fall, the two laugh in unison and bond again over other people's misfortunes.




  • Derek Basco (Mipanko)


Cultural References

  • When referring to Will's kimono, Grace calls her Blanche, after the character Blanche DuBois from the play A Streetcar Named Desire who wears a kimono.
  • Will is shown to be watching Rumpole of the Bailey, before the remote breaks and the channel gets stuck on Highway to Heaven.
  • While arguing about the TV, Will refers to Grace and Jack as Cassidy and Cody, after the children of talk show host Kathie Lee Gifford who were regularly featured in her TV show during the 90s.
  • Karen claims that Jack tried to extort money from her without putting her into an insulin-induced coma first, a subtle reference to real-life socialite and Karen's friend Sunny von Bülow. Von Bulow's husband Claus was on trial during the 80s for allegedly injecting her with insulin leaving her in a persistent vegetative state for the rest of her life.
  • After Will says there's so much hair at the bottom of the bathtub, it was about to ask him if he wants a falafel, a popular street food in New York from the Middle East.
  • Jack insults Karen telling her to leave before someone "drops a house" on her, a reference to The Wizard of Oz where the Wicked Witch of the East was killed when Dorothy's house landed on her.


Will:Look, Grace can't sleep over there, so we're gonna stay-- Why is Mipanko wearing my kimono?
Grace:Blanche, I think the bigger question is, why do you have a kimono?
Will:Did I just scream like a woman?
Grace:Don't flatter yourself. You screamed like a girl.
Karen: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. I didn't realize it was "All about Grace" day.
the next morning
Grace:Underdeveloped calves!
playfully specific banter

The only other person I've ever apologized to was my mother, and that was court ordered. So please accept my apology in the spirit in which it was intended or I'll kick you in the gittles. Karen

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