When Jack and Karen jump on the bed to tickle Rosario, Karen originally fell off the bed. It later appeared as a blooper.
Will: I'm still trying the case.
Will: I'm his lawyer, Grace. I made a commitment.
Grace: But he was mean to me.
Will: Grace, if all the people who were mean to you were put in jail, the prisons would be filled with every guy you've ever dated, the girl who shushed you at the Nutcracker, and the counter lady at Zebars'!
Will: Hopefully next guy you date will work a regular 9-5 instead of doing 5-10.
Will: Maybe he'll have gone to Penn State instead of the state penn.
Grace: You get one more.
Will: Instead of getting a big house, you get THE big house!
Grace: You're done.
Will: I warn you, I may have one more in the morning. Something about behind bars and in bars. I'm still working on it.
Grace: Glenn and I are through.
Will: (Starts giggling) You were dumped by a prisoner!
Grace: I wasn't dumped! Turns out Glenn was two-timing me.
Will: That's awful!
Grace: Thank you!
Will: How does someone in prison get two dates? I can't even get one!
Grace: I hate men.
Will: Good. More for me.
Grace: He's got an appeal coming up. He's been studying law so he can represent himself.
Will: What? That's ridiculous, he can't represent himself. He's gonna need a real lawyer.
Grace: Good, so you'll do it? Here's his number. He's expecting your call.
Grace: (About Glenn) I'm telling you Will, in high school he was so cool. So different. He was in a Jewish gang!
Will: What is that, exactly? They drive by and slash your credit rating?
Karen: I'm gonna go see Stan.
Jack: Ah, Karen. Beneath those big breasts beats a heart as big as those breasts. Do you want me to come with you?
Karen: No, honey. Like lovemaking, this is something best done by myself.
Jack: How did I become a part of this? What's in it for me?
Karen: Well, as my cell mate, you'd be my bitch. You'd be subject to being molested at any time, day or night.
Jack: Whee! Let's start now!
Jack: If I've learned anything from the Dalai Lama by way of Richard Gere, it's that suffering is a state of mind. Quite like heterosexuality or the Mid-West.
Jack: Karen cut it out! This is a duet. We are a team! There is no I in singing!
Karen: Oh yeah, say that again and I'll get a bar of soap, carve it into a drink, and throw it in your face!
Karen: All I'm saying is I could do it...easy.
Rosario: Really? Care to make it interesting?
Karen: What are you suggesting? Are you asking me to take my top off?
Rosario: Slow down, Gypsy Rose Lush.
Rosario: You couldn't last three nights in this room.
Karen: Well, neither could you!
Rosario: Lady, I LIVE in this room
Jack: Yeah, thanks to you we missed our show. What if Martha Stewart was nice today?
Rosario: You two are like Dumb and Drunker
Karen: (to Rosario) Gin on the rocks, and I want the rocks made out of pills.
Will: (to Grace) Hey, how was your visit with the felon? Did you give his shawshank a redemption? Did you rock his jailhouse? Did you give him the cool hand luke? You know, these are all good. You pick your favorite.
Will: Did you give his shawshank a redemption? Did you rock his jailhouse? Did you give him the cool hand luke?
Three references to famous films with a prison setting or theme: The Shawshank Redemption from 1994 (based on a Stephen King novella Rita Hayworth and the Shawshank Redemption), Jailhouse Rock, the 1957 film starring Elvis Presley as an ex-convict and Cool Hand Luke, the 1967 film starring Paul Newman as a mistreated convict with an unquenchable dignity.
Rosario: You two are like dumb and drunker.
This is an obvious clever reference to the film Dumb & Dumber.
Rosario: Slow down, Gypsy Rose Lush
This is a typical show reference and play on words. Gypsy Rose Lee was a famous burlesque striptease artist (as well as a lesser known actress and screenwriter). Rosario's comment refers both to Karen's propensity for seemingly taking her clothes off at the drop of a hat and her all-consuming passion for anything distilled.
Karen: I'll be in the observatory, watching Woody Allen get it on with his daughter-wife.
Woody Allen is an American movie director who married Soon-Yi Allen, the adopted daughter of his ex-wife Mia Farrow.