Megan Mullally credited as playing...
Karen Walker
- Karen: [on hiring Jack to play a straight man in a commercial] No one in the world would believe you're straight. You're as gay as a clutchpurse on Tony night. You fell outta the gay tree, hitting every gay branch on the way down. And ya landed on a gay guy... and ya did 'em. No, no, honey, your gayness can be seen from space.
- Karen: Grace. It's Christmas, for goodness sake. Think about the baby Jesus... up in that tower, letting his hair down... so that the three wise men can climb up and spin the dradel and see if there are six more weeks of winter.
- Grace: What you're feeling are pangs of guilt.
- Karen: What?
- Grace: Guilt. Oh, boy. Ok. How am I gonna explain this one? Uh... guilt is an emotion that - Ok. Jumping ahead. An emotion is something that...
- Karen: Hey, hey, hey. Come on. I know what guilt is. It's one of those touchy-feely words that people throw around that don't really mean anything... You know, like "maternal" or "addiction."
- Karen: Good Lord. I can't believe I'm at a public pool. Why doesn't somebody just pee directly on me?
- Karen: [to Gillian the intern] Hi, honey. Sit down!
- Gillian: What's going on, what's happening, what's this all about?
- Karen: I've got something tough to tell you. Uh, I'm fabulous, okay? I'm an incredible dresser, I've got buckets of money, I'm a hoot and a half, and I've got a killer rack. Do you get what I'm saying?
- Gillian: Not really.
- Karen: Honey, you're not me, and you never will be.
- Gillian: [pointing to her chest] Is it the rack?
- Karen: [laughing and shaking her head] "It's a big part of it. Now, you're never going to be me, but, you got a good chance to be Grace, and that's nothing to sneeze at, honey, you shouldn't throw it away so quickly."
- Gillian: But Grace, she's just not us.
- Karen: Bup-bupbupbupbupbup, watch your mouth, or I'll wash it out with cheap vodka. That's my little girl you're talking about. Now, Grace is a damn good role model. She's bright, she's successful, she's the worst dresser in the whole wide world, she's talented and I look up to her. Honey, why else would I be here?
- Gillian: You told me it's because you hate being home with Stan and the kids.
- Karen: [laughing and shaking her head] It's a big part of it.
- Gillian: Hey, can I still use the word "honey"?
- Karen: What? Ohhhhhhhh no.
- [a man rushes in to meet Karen]
- Man: Miss Walker, I came as soon as you called.
- Karen: Well that's really none of my business, but thanks for sharing.
- Grace: Pam, did you fax over the drawings to the cabinaker yet?
- Pam: Right after my smoke break.
- Grace: I already told you, there is no smoking here.
- Pam: It is part of my religion.
- Karen: Smoking in the office... how inappropriate! Hey does anyone mind if I take my boob out for a second?
- Grace: It's one thing at dinner Karen but work is where I draw the line.
- Jack: I don't know how much longer I can live with Will. I mean, every time I get in the shower with him he's like, Jack, get the hell out.
- Karen: I know honey, Grace is driving me nuts too. She can't concentrate on work anymore, she just sits around all day, doodling pictures of people's houses, on these enormous sketch pads. And then, she's on the phone all the time ordering furniture. Honey, where's she going to put all that, huh? In those "houses" she's drawing?
- Karen: It's the oldest story in the book. Boy meets girl. Boy wants girl to do dominatrix film. Girls says, "Naked?" Boy says, "Yeah." Girl says, "No way." Boy says, "Okay how about you just wear this rubber dress and beat this old guy with a scrub brush?" Girl says, "How hard?"
- [Will is trying to convince Karen not to fire her pastry chef, whom he has the hots for]
- Will: He's a genius. He's an artist. You wouldn't fire Picasso, would you?
- Karen: I would, and I did! He put both my breasts on the same side of my body. I wouldn't take that from my plastic surgeon, and I wouldn't take it from him!
- Liz: So I had this apartment to myself for 10 years because I was having an affair with my boss and he paid half the rent so he'd have some place nice to do it. But then he got murdered... and I couldn't really afford it on my own. So what's your story?
- Karen: Since my marriage ended I've been living at The Palace and even though I've made a lot of swell friends... it's lonely.
- [Karen tries to pour a soda into a glass without opening it]
- Karen: I want a real home, with real people. I mean you're real, right?
- Liz: [Liz opens the soda... Karen looks in awe as she pours the soda] Super real. So, okay, true or false? I'm easy to live with.
- Karen: Um, true!
- Liz: False! I'm a nitpicker supreme. I think it comes from all my years as a professional in the music biz.
- Karen: You're in music?
- Liz: I didn't want to put it on the ad because you get all these wannabees knocking on the door. I'm an office manager for the company that does those collections that you see on TV. You know "Hits of the 80's", "Ladies of the 80's", "Rock Ballad's of the 80's"... "the 90's".
- Karen: Well I can see why you'd want to keep that a secret Liz. I mean you must really never know if people are liking you for you or the 80's hits.
- Liz: You should know that I like things done a certain way, just ask Melissa and Keith. They work under me. Like if they're 5 minutes late for work, I look at my watch, I look at them and they just get it. Oh my God I totally just bragged. Please tell me to shut up... cut to me still talking about myself.
- Karen: Um, Liz, I know we haven't known each other very long, but I think, that you might be, just about the most interesting person I've ever met... I could learn tons from you.
- Liz: Okay, okay, true or false... I think you're great?
- Karen: Um, false.
- Liz: True!
- Karen: Oh this game is so hard!
- Karen: Hey Hey Hey Hey, This is a place of business! We are trying to get some work done in here and we don't need you just barging... wait, I'm saying it and I don't even buy it!