A/N - Chapter 2 is finally up - I know, I know, it's been three months - but I'm glad you waited (that is, if anyone's reading at all). Reviews would be more than appreciated, and I'll try to update faster next time.

And I just want to clarify - this fic is set circa Season 2 (AKA, around the year 2000).


Grace awakens to the sound of an alarm clock.

One that sounds strangely similar to Will's.

She blinks in the darkness, and reaches out a idle hand to hit the snooze alarm, though she quickly becomes too alert to go back to sleep.

What am I doing in Will's room? she thinks, yawning. She squeezes her eyes shut and comes to the conclusion she must have had a nightmare and subconsciously crawled to him for comfort. She had been having recurring dreams about being married to Josh and living in a secluded cottage adorned with wind-chimes and homemade jams, so that would make sense.

Satisfied with her theory, she reaches to wipe off string of drool that had collected on her face in the night.

Grace freezes.

Her chin feels just slightly more stubbly than usual. And her hands - while soft, were larger and - she pauses to wring her hands together - hairy?

I am way overdue for a wax, she thinks.

She reaches clumsily for the bedside lamp and switches it on, squinting. She's in Will's room, alright, but Will is nowhere to be seen.

Furrowing her brow, she slips - or rather, tumbles - out of bed.

"Will?" she calls, before stopping in her tracks at the sound of her own - or rather, what sounded like her best friend's - voice. That can't have possibly come from her, right?

With bated breath, she slowly looks down below her. The larger, masculine (albeit well-pedicured) feet she was standing on definitely did not belong to her. Shakily, she proceeds to wriggle her toes, just to make sure she was controlling them.

"Oh my god," she whispers to herself. She's had some weird dreams, but this is a doozy.

This...is a dream, right?

Trembling, she moves to pinch herself, but is only greeted by the disturbing sight of her own hairy knuckles.

Transfixed, she knows that the only logical next step is to run to the nearest mirror to confirm the bizarre reality she'd been confronted with. But before she can bring herself to move, she hears the door slam.

"Will!" comes the unmistakable voice of Jack McFarland. "I need to use your apartment so I can fool around with Julio tonight. I can't use the manse because my green card marriage is just a liiittle heavy to get into on the first date. We'll be going to Chuck-E-Cheese beforehand and yes, I will be using your credit card…"

Grace squints, barely listening, before realizing that she is Will right now and should probably respond.

"Will?" Jack snaps impatiently. "You listening? 'Cause I could really use some breakfast for stamina."

"I'll be right out, Jack," Grace replies automatically, before covering her mouth and closing her eyes. Within the hazy fatigue of the morning, this had seemed nothing more than a dream, but as she heard the distant sounds of the world waking up; the police sirens in the distance and the fiber of the carpet beneath her feet, it began to sink in that this was very, very real.

"I've possessed my best friend," she whispered.

Shakily, she finds it in herself to stumble out of Will's room and step into the unforgiving brightness of the living area, one hand clutching the door handle for stability.

"Ugh, there you are. You're usually awake earlier, what's up?" Jack says airily, not truly caring about the answer. "Oh, and I'll take bacon, hash browns, and an omelet. Just the whites, I'm watching my figure."

Grace ignores Jack, instead walking to the mirror above the fireplace. Though she'd tried to mentally prepare herself for the sight of her best friend instead of her own reflection, she can't conceal the gasp that escapes when she realizes she is, in fact, Will Truman.

Or at least, in his body.

Jack misinterprets Grace's shocked demeanor and gives her a sympathetic pout.

"Aw, don't worry, Will. Premature gray hairs aren't all bad. Some might say they make you look sort of distinguished." He ponders. "Some, not me."

"I have to…" Grace stammers, backing away from the mirror. "I have to get to work."

Even Grace doesn't know whether she's referring to her own office or Will's law firm.

"Uh, what about food?" Jack says, sounding offended. "Come on, you're the only one I can eat breakfast with. The closest thing resembling cereal I've seen Karen eat is Vicodin covered in Bailey's. And Rosario eats this weird fried plantain that really stinks up the place…"

Grace is thankful that Jack is too wrapped up in himself to notice her inwardly freaking out. Moving on autopilot, she surges for the fruit bowl and tosses a banana to Jack.

"Bon appetite," she says. "Now get out."

"Fruit?" he scoffs indignantly. "If I wanted to be healthy, I would've eaten with Rosario."

"Jack, I've got a really long day ahead of me," Grace says, mustering up her best cool, authoritative Will Truman voice. "I don't have time to be your personal chef."

"Yeesh. One of us needs to get laid." Jack says, peeling the banana and reluctantly taking a bite. "You know," he adds, his voice muffled by food, "Julio has a twin brother."

"I'm not interested," Grace says.

"Fine. But remember, if you don't use it…" Jack pulls apart the rest of the banana dramatically, "...it'll fall off."

Grace responds by striding over to the door and yanking it open. "Goodbye, Jack."

If she wasn't so weirded out by this morning's events, she'd be congratulating herself on her Oscar-worthy performance as Will. Jack doesn't suspect a thing as he sails to the door.

"Sidebar, you might want to check in on your wife," he says before leaving.

"Grace? You've seen Grace?" Grace says, hearing alarm bells sound in her head.

"No, but I knocked on her door earlier. I was just innocently trying to give back the tweezers that I borrowed a couple months back-"

"That was you?" Grace hisses, before composing herself. "...I mean...was she...there?"

"Yeah, but she seems a little disoriented. She yelled at me to get lost, then dissolved into what I think is one of her panic attacks. You know, the ones she gets on the days she actually has to do her job." He shakes his head. "You two are so hostile on mornings."

"Maybe that's because Wil- Grace and I actually have work on mornings."

Jack narrows his eyes. "You know, your unemployment digs are getting lazier and lazier. You should work on them." He turns to leave. "Oh, and Julio and I will be here at seven. Please tell me you have condoms that didn't expire last century."

Grace tightens her jaw, contemplating. If Jack heard "Grace" this morning, that must mean that her body was being inhabited by someone. And the only plausible explanation - well, plausible in the relative sense - was that someone was Will.

They must have switched bodies.

Just like in that Lindsay Lohan movie...or the lesser known Jodie Foster original.

"What was that?" Jack says, appearing at the side of the door frame. Grace realizes she'd been thinking out loud.

"Jack? What would you do if you woke up inside someone else's body?" she says slowly.

Jack smirks. "I can think of worse ways to wake up."

Grace shakes her head. "Alright, you're obviously going to be no help. Please leave."

She shuts the door in his face, and turns to rest against it, exhaling loudly. She pinches the bridge of her nose and thinks.

How could this have happened? What cruel, mystic forces of the universe came together to cause this?

She runs a hand through her hair, and cringes as she comes into contact with Will's hair instead of her own long, bouncy curls.

"Wake up, wake up, wake up," she hisses.

She doesn't get much more time for a mental breakdown, because in that moment a quick and firm knock sounds at the door behind her.

"I already told you to go away, Jack," she yells without moving.

"It's not Jack. It's Will," came the subdued reply. Grace can recognize her own voice immediately.

She swallows, attempting to prepare herself for the inconceivable. Pursing her lips, she grasps the door handle and slowly opens it.

"You'd better have a good explanation for this," Will snaps, pushing past her and storming into the apartment before Grace even has a chance to take in the sight of her best friend controlling her body.

"You think I did this?" Grace yells, shutting the door.

"What am I doing in your body, Grace? Can you even imagine the shock I went through, waking up with...with these?" He gestures towards his chest.

"Really? That was the most traumatic part for you?" Grace hits back sarcastically. "Waking up with boobs?"

"No, the most traumatic part was when Josh showed up at six o'clock in the morning with sassafras tea and suggested we make love to pan flute music!" Will screams.

"Oh, my god. You got rid of him, right?"

"Yeah, I told him I was coming down with some nausea. Which, in this case, was not totally a lie!"

"Can you quit knocking on my boobs? It's not like your body is a wonderland to wake up in, either!" Grace says angrily. "Do you know how many times I've had to resist the urge to scratch my balls this morning?"

"Don't you dare," Will warns.

"Oh trust me, I've got it covered!"

She sighs, and sinks to the couch. The weight of the situation was truly sinking in now.

"Okay, I think - I think we need to take a breather, and calm down. Take the time to truly...assess the situation and figure out a solution," she says. She closes her eyes, takes a deep breath and begins to hum slowly.

Will folds his arms and looks at her incredulously - a sight that would usually be intimidating if not for the fuzzy pink slippers and silk pajamas he was suddenly wearing.

"What are you doing right now?" he hisses.

"Josh may be a sap, but he's given me a lot of stress management tips," Grace replies. She flicks open her eyes, and looks at Will. "Okay, so we're in each other's bodies. For some reason. But maybe this is just temporary. You know...a twenty-four hour thing."

"Oh, sure, because the transmigration to each other's bodies works exactly the same way as a stomach bug!" Will fires back.

"Hey, I'm just trying to be an optimist!" she says, returning to her calming stance. "So the next logical step for both of us is to call in sick to work today."

"Oh, you are not calling in sick," Will says. "I'm closing a really important deal today. I can't afford to miss it."

"And, by you, you mean…" Grace's eyes widen. "Me?"

"Yup."

"But I'm not a lawyer."

"You don't need to be a lawyer, you just need to be someone with basic conversational skills. Which you…" Will trails off.

Grace stares at him blankly.

"...I'll write you some cue cards."

Grace groans, standing up and pushing past Will into the kitchen.

"God, all this anxiety is making me hungry," she laments, reaching for the box of donuts.

"What are you doing?" Will snaps, alert.

"Eating?"

"Hey. No. I've worked out every day this week, you're not screwing up my fitness streak with powdered junk!"

Grace freezes, holding the donut an inch from her mouth.

"Put it down," he warns, pointing an incriminating finger.

She pouts, and drops it back in the bag miserably.

"I'm going to make us some real breakfast and you," he says pointedly, heading to the kitchen and snatching the bag from Grace, "are going to go shave."

"Shave?"

"And tweeze. I can't go into work looking like Ted Bundy." Will frowns at Grace, examining her. "You do know how to shave, right?"

"Will, I'm a woman. I can shave. Shaving your face is just like shaving your legs, right?"

"Oh god, forget it. I'll do it for you. Just like I do everything." Will begins to agitatedly make breakfast. Grace scowls at him, feeling resentment bubble inside of her.

"You know what, Will?" she snaps. "I've said before that being Will Truman is a walk in the park, and I stand by that statement. So I'm going to go shave by myself, I'm going to go dress myself, and I'm going to go close that deal by myself. Without cue cards!"

"Grace, stop. You have no idea what you're doing," Will implores her.

Grace knows he's probably right, but is too fired up; too overcome by her determination to prove him wrong that she can't stop herself.

"You know, you've been looking down on me for years, as if I'm some sort of inferior mess who can't function without you. Maybe this is a godsend for me!" she yells.

Will scoffs.

"Maybe this is the universe giving me a chance to show you that I'm just as strong, smart and capable as you are!" she continues, backing towards Will's room.

"Grace, can you quit antagonizing me?" Will sighs. "All that anger you're exhibiting is going to give me serious frown lines."

"You antagonized yourself yesterday when you came barging into my office in all your faux-superior Will Truman-ness!" Grace hits back. "Well guess what. I'd like to see you try your hand at being Grace Adler."

Will shakes his head at Grace's dramatic confrontation as he breaks eggs into the pan.

"And you'd better think about shaving, too," she adds, her mouth twitching in morbid excitement. "Because you have a date with Josh tonight."

Will stops in his tracks.

"Yeah, that's right. And you can't cancel this time because he already made dinner reservations."

"Grace, you're not seriously expecting me to have sex with your boyfriend," Will says, staring at her for confirmation.

"I think it's only fair. I go to work, you have sex with Josh," she grins.

"Wha-how are you okay with this? What, are you getting off on this or something?" he cries.

"The only thing I'm getting off on is watching you struggle to live my life. And it is glorious," she laughs. "Have fun."

With that, she saunters off to Will's room, leaving him with his mouth agape.


A/N Thanks for much for reading! Please, please, please review and I'm guaranteed to update 100x faster!