Fanilow is the tenth episode of the sixth season and 126th overall.
Opting out of the annual Grace Adler Design Christmas party, ultimate "Fanilow" Will spends the night waiting in line for tickets to a special Barry Manilow concert -- only to have his weak bladder force him to make a quick pit stop and entrust Grace to hold his place. However, Will's snubbing of an overweight man in the bathroom line leaves his chances of meeting his idol in doubt. Meanwhile, a distraught Grace discovers her mother has cancelled on their annual Hanukkah shopping spree to have dinner with Jack, as Karen discovers the inspiring music of Manilow.
- Eric McCormack (Will Truman)
- Debra Messing (Grace Adler)
- Sean Hayes (Jack McFarland)
- Megan Mullally (Karen Walker)
- Barry Manilow (Himself)
- Debbie Reynolds (Bobbi Adler)
- Sara Gilbert (Cheryl)
- Chris Penn (Rudy)
- Jackie Geary (Cashier)
- Peggy Lane O'Rourke (Woman)
- Gary Riotto (Waiter)
- Adrian Mojica (Security Guard)
You know what? Uh, even though I live alone, nobody likes me at work, and I follow a 57-year-old pop singer around the country, this is boring, so... Could you just talk to the person on the other side of you? — Cheryl, to Grace