To Serve and Disinfect is the 6th episode of the second season and 28th overall.

Grace accidentally finds out about the adult film Karen starred in years ago. After closing his firm, Will agrees to temporarily work as a cater waiter under Jack.


Next to Godliness

Next to godliness

Grace holding the tape to "Next to Godliness".

Grace is taken aback when a repair man recognizes Karen from a fetish film called Next to Godliness so she rents a copy of the video herself. When Karen arrives, she tells Grace of how she was broke at the time and was offered to appear on the film wearing a rubber dress and to "beat the old guy with a scrub brush".

Fearing her new life and socialite status will be ruined if the film gets in the wrong hands, Karen futilely goes to the sleazy film distributor of the film who tells her that he has no way of tracing where the copies are.

Hopeless and full of shame, she goes back to the office to quit her job but finds Grace there with all fifty copies of the film. Karen is touched knowing what Grace did for her and she decides to stay.

Dancing Queens

A newly-promoted Jack challenges the newly unemployed Will to work for him as a server at the Waldorf Astoria. At the last minute, Will backs out after learning they will be serving the American Bar Association i.e. his colleagues, out of shame. As one of his classmates from law school insults Jack in front of him, Will stands up to him having shown more appreciation of Jack's line of work and rejoins the waiting staff.




  • Terry Kiser (Carl)
  • Brian Palermo (Brian Kelly)
  • Kim Robillard (Brent)
  • Alex Boling (Stuart)
  • Brian Jacobs (Cater-Waiter #5)


  • Title is a play on the saying "to serve and protect", the common motto of police forces.
  • For her performance on this episode (and on Polk Defeats Truman), Megan Mullally won the Primetime Emmy Award for Outstanding Supporting Actress in a Comedy Series in 2000.
  • Will mentions moving into his office four years prior, meaning he opened his firm some time in 1995.
  • Karen's maiden name is revealed to be Delaney. This is mentioned again during her wedding in the episode I Do. Oh, No, You Di-in't.
  • Scenes from Karen's film were not actually shot; only the audio is heard.
  • This is the first time Karen tries to quit her assistant job at Grace Adler Designs; Grace dissuades her before she could leave. She eventually quits in The Newlydreads after she and Grace have a fallout, but she returns the next episode.

Cultural references

  • When Grace describes the smell of "wet wool on a dead man," Will makes a pun that it was the new scent of "Decay-NY" after the DKNY brand.
  • Grace imitates Julia Roberts by saying her famous line in the 1999 film Notting Hill.
  • After practicing their cater-waiters' routine and thinking they are going to serve the band ABBA, Will says "that's all we need is more dancing queens," referring to ABBA's 1976 hit song Dancing Queen.
  • Jack says keeping his dignity while serving actor Matt Damon is hard because Damon has his career. Matt Damon would later appear as Jack's chorus rival Owen in the season 4 episode A Chorus Lie.
  • Recalling her hunting down Karen's film at adult video stores all over the city, Grace references Bob Guccione, founder of adult magazine Penthouse.



Be back at four...ish. Karenleaving the office

Jack:I've been promoted to captain at my catering company, and tonight I'm supervising an event at the Waldorf-Astoria. I will have 8 men under me. How great is that?
Will:8 men? What'd you do, write the Gay Make A Wish Foundation?
Will:Not bad for a rookie, huh?
Cater-Waiter:I'm not really looking for new friends.
Will:Well, you're not really getting one.
Will being proud

Well, I was just out of college. I was broke. It's the oldest story in the world. Boy meets girl, boy wants girl to do dominatrix film, girl says, "naked?" Boy says, "yeah." Girl says, "forget it." Boy says, "okay, then just wear this rubber dress and beat the old guy with a scrub brush." Girl says, "how hard?" Karenhow she starred in a fetish film

The only thing you two have in common is horse teeth and bad taste in men. Karenbetween Grace and Julia Roberts

Jack:Since Mr. Truman has deigned to grace us with his presence, we now have enough waiters to do ballet service.
Will:Ballet service, huh? What does that make you, the nutcracker?

All those years at waiter grad school. The lectures, the all-nighters, all to answer the eternal question that has plagued mankind since the dawn of consciousness: chicken or fish? Will

F.Y.I., you S.O.B. Catering-waitering is T.U.F...F. Jack

Karen:The balance of power has shifted between us. You used to put me on a pedestal and look at me like I was some kind of a superwoman, the epitome of everything that's good and decent and true.
Grace:Um... Ok.
Karen:But now when you look at me, all you're gonna see is the woman in that video: a bossy, domineering harpy who uses her body to get what she wants.
Grace:You're right. That is a pretty profound shift.

You think I would let my bare hand touch that face? God only knows where it's been. Karenafter slapping Carl wearing a Latex glove

Carl:Karen Delaney, right? How long has it been, 20 years? Age has done nothing to you.
Karen:Yeah, well, it's whacked you in the face with a shovel and left you for dead. You look like hell.
Jack:You're not going anywhere. I can't do ballet service with an odd number of men.
Will:Then do it with a number of odd men.
Community content is available under CC-BY-SA unless otherwise noted.