All About Christmas Eve is the 11th episode of the fifth season and 109th overall.

A Christmas episode, it shows Will trying to deal with Grace having to spend holidays with her new husband instead of her friends.


Will joins Karen and Jack in celebrating Christmas in her suite at the Palace Hotel, while Grace and Leo plan to watch The Nutcracker at the Majestic Theater. However, Leo, who is on-call gets beeped at the last minute so Grace convinces Will, who loved The Nutcracker as kid, to go with her and leave Jack and Karen.

As they go into the theater, they run into Leo who is now available. Will lets the new couple watch together and goes back to Karen's suite. Jack and Karen punish Will for leaving by making him recite 'Twas The Night Before Christmas with every fifth word replaced with "heinie" ("'Twas the night before heinie...").

Ep 05 11-1

Grace's dilemma.

After a while Leo gets beeped again and Grace calls Will once more. Karen and Jack let him go after he sings Twelve Days of Christmas as Count von Count. As they were about to enter the theater, Leo comes back and Will becomes furious at Grace for stringing him along all night. He realizes, however that things are actually going to change now that she is married, including their traditions as friends. Grace is touched by Will's understanding so she tells her husband that she has already made plans with Will. Leo grasps the situation and lets them watch together.

As the show starts, Will goes out to switch places with Leo as according to him, the show is not realistic now as an adult. Leo does not want to watch as well so Steve ends up beside Grace at the theater.

In the end Will, Grace, Jack, Karen and Leo sing Let It Snow while chasing the hotel maid around the suite, Karen's way of caroling.





  • Steve's third and last appearance.
  • The episode title is a play on the 1950 film All About Eve and Christmas eve.

Cultural references

  • Jack calls Will "Rudeness Giuliani", referring to former New York City mayor Rudy Giuliani.
  • Will does an impression of The Count from popular children show Sesame Street, who does a maniacal laugh after counting.
  • Grace tells Karen her nose is so red from being drunk she could guide Santa's sleigh, a reference to Rudolph the Red-Nosed Reindeer.


There's a difference between being alone and being lonely. I... am lonely. Will

I am so jealous! How did you get tickets for Christmas Eve? I've been calling every day since June... That information does not leave this room. Willlabout The Nutcracker

You know, this is a lot like the first Christmas. Except we did get a room, none of us are virgins, and instead of the baby Jesus, we have a plate of cheeses. Will

Karen:Hey, you're not Santa Claus. Close, though. You got a couple of white hairs sproutin' outta your chin, and you look like you just came down the chimney.
Grace:We'd make a good team. Your nose is so red you could guide my sleigh tonight.
Karen:Pleasure us! Fast and nasty. And extra points if you can find a way to work in that shoeshine mitt.
Will:There isn't a mitt big enough.