Will's friends Rob and Ellen are named for the writing duo Ellen Idelson and Rob Lotterstein, who worked with Max and David on HBO's "Dream On".

Peter moves into apartment 12D.

Peter: I'm going to take a rain check on the movie. This is what I get for moving to New York. And to clarify things, you're not my type. (Leaves).
Grace: Wow. That was embarrassing.
Will: Yeah. How do you feel?
Grace: What do you mean, how do I feel?
Will: Sweetie, you just got dumped.
Grace: Oh, I don't think so. You got dumped. He's clearly gay.

Karen: Sorry I'm late. My driver hit a pedestrian on 57th Street, and we had to stop and blah, blah, blah...
Grace: Oh my God! Is he ok?
Karen: Mmm, a little rattled, but he always gets like that when he hits someone.

Karen: (About her driver) Grace, he is old and sweet and helpless. I can't just fire him because he's a raging incompetent. I mean, maybe you could, but not me.
Grace: Karen, if that were true, we wouldn't be having this conversation.

The building Will & Grace live in has all the floors designed the same way, but for some reason 12D is in the same position in front of the elevator as Will's apartment, 9C.

Will: Thank you, Homo Wan Kenobi.

A quick stab at the sci-fi film Star Wars.

Will & Jack: Tell me he's lazy, tell me he's slow. Tell me I'm crazy, maybe I know. Can't help lovin' that man of mine.

Lyrics from the Barbra Streisand number "Can't Help Lovin' That Man Of Mine."

Peter: Yeah, yeah. Imagine how Boutros Boutros-Ghali feels.

Boutros Boutros-Ghali was the controversial Secretary-General of the United Nations from January 1992 to December 1996.

Karen: I mean, as Gandhi once said, "You're only as strong as your weakest servant." I think he said that. Or maybe it was "Wow, this sand is hot!"

Mohandas Karamchand Gandhi, more commonly known as Mahatma Gandhi, was one of the founding fathers of the modern Indian state and a powerful supporter of non-violent protest (Satyagraha) as a means of revolution.

Jack: We haven't sung a show tune since Jimmy Swaggart got caught with a hooker.

Jimmy Swaggart was a Conservative Christian Television Evangelist who had to resign from his TV ministry after being caught masturbating with a prostitute. In 1988 Jimmy Swaggart tearfully confessed to an unspecified "sin", later alleged to involve hiring prostitutes for pornographic acts.

Jack: Oh, my god. She's alive. Alive!

"It's alive! Alive!" is a famous line from the 1931 adaptation of Mary Shelly's Frankenstein.

Grace: Oh, it's... it's a little crooked.
Peter: Now, so was Audrey Hepburn's.

Audrey Hepburn (1929 - 1993) was a Belgian-born British actress and one of Hollywood's most popular box-office attractions of the 1950s. She won the Academy Award for Best Actress for Roman Holiday.

Will: In his bathroom, he had 3 magazines, and one of them was Martha Stewart's "Living".

Martha Stewart is a popular television and magazine personality known for her cooking, gardening, etiquette, and arts and crafts projects, and as a homemaker. She became nationally renowned with regular appearances on NBC's The Today Show.

Grace: Ok. We never go after the same guy again.
Will: Unless it's George Clooney.

George Clooney is an American film and television actor widely recognised for his role in the long-running television drama ER.