He's Come Undone is the 12th episode of the second season and 34th overall.
Will has been having recurring dreams where Grace enters his room at night and has sex with him, leaving him uncomfortable and confused. At Jack's suggestion, he seeks therapy in order to find clarity. However, the therapist, Dr. Loranger is disinterested in Will and instead attempts to pursue a romantic relationship with Grace, even using his sessions with Will to learn how to seduce her.
Grace, flattered by the attention, begins to see Dr. Loranger. Will becomes frustrated by Grace's self-centered disposition and his therapist's lack of professionalism, makes an accidental breakthrough about the root of his dreams.
- Eric McCormack (Will Truman)
- Debra Messing (Grace Adler)
- Sean Hayes (Jack McFarland)
- Megan Mullally (Karen Walker)
- Karen mistakes her El Salvadoran maid Rosario for being Mexican, a mistake that is later repeated by Grace in the VoteHoney video.
- While reading a magazine, Karen laughs and says, "Oh, Minnie Driver, who ever told you you could pull off a leather jumpsuit?". Minnie Driver would later appear in the series as Stanley Walker's mistress and Karen's arch nemesis, Lorraine Finster.
- Will has a recurring sex dream about journalist Stone Phillips, a former co-anchor of Dateline (1992–2007).
- Will sings the chorus of "Papa Can You Hear Me" from the film Yentl (1983) in his scene with Dr. Loranger. Jack also sings the song in Sons and Lovers.
Jack, let me paint you a little picture of life here at chez Walker. You may want to sit down for this. Nobody matters but me. Goodnight. — Karen
Sure. Sure, I like him. Why wouldn't I like him? I mean, I like him like I like the Statue of Liberty. I'm glad it's there, but I don't need to see it all the time. — Grace, about Dr Loranger