My Best Friend's Tush is the 22nd episode of the second season and the 44th overall.

Will helps Jack get investors for his invention. Grace is intimidated when she learns that she is up against a renowned interior designer for a job.


Helena Barnes

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"I would curtsy if it weren't weird."

Due to Karen's connections, Grace is able to get a meeting with a major client but is soon disillusioned when she learns that Helena Barnes, another designer whom she idolizes, is also being interviewed for the same job. To try and restore Grace spirits, Karen takes her to a cheap fast food restaurant. Karen admits that some women in her social circle go incognito there as a guilty pleasure, including the esteemed Helena Barnes whom they see grubbily eating a taco with her dog.

Now with a restored confidence, Grace goes to the job interview but finds a pretentious Helena Barnes fraternizing with the client. Grace accidentally blurts out about Helena's disgusting habit, before realizing that she forgot to bring her portfolio to the meeting, effectively eliminating her chances of getting the job.

Jack's Subway Tush

Jack has invented a special cushion for people to sit on the subway called The Subway Tush. After Will sees the potential of Jack's product, he agrees to pitch the idea to investors for startup money. However, during the business meeting, Jack intervenes with Will's presentation and instead gleefully presents the idea using song, dance, and humor, to Will's horror. They later learns that the investors accept to back up The Subway Tush as long as Will is fired as according to them, he is "thinking small and slow growth". Will is indignant that Jack sold him out but soon learns that Jack actually plans on resigning because he does not want to proceed without his friend.

Will tries to stop Jack from rejecting the investors but finds out that Jack actually stole the idea from a guy he dated and the whole project is ultimately scrapped.




  • Joan Collins (Helena Barnes)
  • Doug Ballard (Robert Lilienfield)
  • Ken Lerner (Bob)
  • Rod Britt (Larry)
  • Martin Morales (Employee)


  • Karen's alias Anastasia Beaverhausen is first mentioned in this episode. Helena also refers to her as "Medea".

Cultural references

  • Will describes the Subway Tush as "the butt's meow", a play on the idiom "the cat's meow" describes a fancy example of something.
  • When Jack fails to , Will calls him Zippy, the puppet in the British children's show Rainbow.
  • When Will speaks in an Italian accent, Grace tells him he's "officially been cut off from The Sopranos", the TV series revolving around an Italian-American family.
  • Helena Barnes' dog is named Paxil, after the antidepressant drug.
  • Jack mentions buying a house in the Hamptons near the "Puffy-Lopezes", referring to rapper Puff Daddy (Sean Combs) and Jennifer Lopez who are dating back then. Lopez later appears in season 4 as herself.
  • After Will expresses his support for Jack, he refers to him as "the wind beneath my tush", after the inspirational song Wind Beneath My Wings.
  • At Taco Time, Karen and Grace see Sarah Ferguson, Duchess of York also known by her nickname "Fergie". Grace makes a reference to the duchess' reputation as spokesperson for Weight Watchers.
  • During his pitch, Jack is seen throwing confetti and Will mentions that comedian "Rip Taylor would have been proud". Taylor, who is known for throwing confetti for himself, later appears as himself in the episode Saving Grace, Again (Part 2) where he actually brings his own confetti.
  • Will makes a pun on Jack "chiming" the bells of St. Mary, after the song and film The Bells of St. Mary's (1945).
  • Will also refers to the meeting Jack ruined as Circus-O-Gay, after Cirque du Soleil.
  • When Karen meets Helena at Robert Lilienfield's office, she refers to Helena as Medusa, the snake-haired monster while Helena refers to Karen as Medea, the sorceress; both characters are from Greek mythology. Later at the taco restaurant, Helena calls Karen by her usual alias Anastasia Beaverhausen and she refers to Helena as Endora, the mother witch from the sitcom Bewitched.



50,000? Sure, Jack. Do you want me to write you a check, or shall I pay you in cheese? Willbeing sarcastic

Quit thanking me. You sound just like Stan after... just... after. Karen

Karen:You really think she's better than you?
Grace:I can't afford Louis Vuitton, and her dog poops in it.
Helena:Karen, darling, I was convinced that nasty smell was coming from the kitchen.
Karen:No, honey. I think you just caught a whiff of your own liver rotting.

Why is it that men are only interested in foreplay when it comes to business? Helena Barneson her interview for Robert Lilienfield

You do the talking. That's what you're good at. See, you're the quarterback. I'm just the slutty cheerleader with the nice rack. Jack

Hey, mon frère, if your derriere could use a little cush, no need to pout, the word is out. It's Jack's Subway Tush! Jack's jingle

It's like it says in the Bible: "The best way to make you feel good is to make someone else look bad." And nothing looks worse than a socialite shoveling a couple of Taco Gigantes down her gullet. Karen

Jack:Hey, Will.
Will:Hello, Jack.
Jack:Whatcha readin'?
Will:A book.
Jack:Would I like it?
Will:No. There's nothing to color in.

Will, what is the point of having a gay best friend if you're not gonna dress me?

Grace:Why do the British always insult you and then ask you to agree with them?
Helena:Maybe because we think that you Americans are just a little bit silly, don't you think?
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