The Thing That Counts is What's Inside
Desperate Housewives 7x04
October 17, 2010
Viewers (mil)
12.67 million
Running time
Production code
Flash sideways
Centric character(s)
12.67 million
Written by
Directed by
Special Guest Star
Special Guest Star
Archive footage

"The Thing That Counts is What's Inside" is the 138th episode of Desperate Housewives.


Susan is horrified when she discovers that she has become the face of the provocative internet company she's been secretly working for, and is now the cover model for their outdoor billboard ads. Gabrielle tells her coveted secret to the ladies after meeting her biological daughter and the family who's taking care of her, and Renee and Bree go up against one another, each with hopes of nabbing Keith away and have him for herself. Meanwhile, Lynette takes advantage of daughter Penny's generous offer to help look after the baby, and Paul purchases the home he shared with Mary Alice, against the will of his new wife.


Previously on Desperate Housewives

Bree discovered she had a romantic rival. Susan got a bonus. Paul's bride said 'no.' And Gaby decided to meet her real daughter.
Mary Alice Young


Carlos Solis loved his wife more than anything...

Carlos and Gabrielle Solis are walking through the park, Carlos looks at his wife who seems sad.

Even though she was vain...

"If there's a woman on this planet with better skin, I'd like to meet her." Gaby says in front of her mirror. She walks past Carlos who shakes his head.


Do we have to give money to the church every Sunday, I mean, It's always the same show." Gaby says as they walk up their porch, Carlos depicts it as typical.

And Spolied.

"I told you to buy me cotour! I can't wear off the rack with these shoes!" Gaby yells after unwrapping a dress that Carlos gave her, she stands up and storms off, Carlos sighs.

But in those moments, when his wife was simply vulnerable...

Back in the park, Carlos and Gaby are still walking together and Carlos asks her if she's okay. Gabrielle gives an unconvincing nod.

Carlos loved her just a little bit more.

Gaby asks if where they are is where they're meeting the other family, Carlos confirms it, Gaby sighs, "I don't know what I'm supposed to say." she tells him, he tells her to start with, "Hello". "And then what? 'Thanks for raising our daughter for the last eight years, hope we didn't ruin your's.'" Gaby suggests, Carlos assures her that it's going to be fine. A man walks up to Carlos and Gbay and he asks them if they are Mr. and Mrs. Solis, Carlos and Gaby confirm it, he introduces himself as Hector Sanchez, Carlos shakes his hand, saying he's pleased to meet him, and then introduces himself and Gabrielle. "Thank you, where is...?" Hector asks, "Juanita is on the swing-set with her sister. We thought we should talk a little first." Carlos explains. "Oh, sure. My wife is over here with our-... she's with Grace." Hector tells them, "That's her name, 'Grace'?" Gaby asks, Hector nods, he then gestures them to follow him and the three of them begin to walk over to Hector's wife and Grace, Gaby asks Hector how he and his wife are handling the situation, "We're still in shock... Once your lawyer called us, we haven't been able to sleep or eat... this whole thing is so crazy." Hector explains, Carlos tells him that they feel the same way, Hector still wants to believe that the baby-swap was a mistake and suggests that they take a blood test. They arrive and hear, "Mom! I told you to bring the green jacket! I can't wear red with these shoes!" Grace yells at her mother, stomping her foot like Gabrielle had.

Yes, Carlos Solis loved his wife...

Carlos tells them that he doesn't think they'll be needing that blood test. Grace drops the jacket and storms away.

And he knew her DNA when he saw it.
Mary Alice Young

Act I

It's called a purse, and as every woman knows, it can hold just about anything...

A woman pulls multiple candy bars out of her purse and hands them out to her children who are crowding around her.

From personalized cell phone...

A girl pulls a cell phone out of her purse and puts it to her ear.

To a romance novel...

A woman is sitting on a park bench and pulls a book out of her purse which is next to her.

To much needed medication...

An old woman pulld a caontainer of pills out of her purse and shakes it to check the amount.

Whatever you find inside, there's one withing you can be sure of, every purse says something about the woman who owns it. Whether she knows it or not.
Mary Alice Young

Gaby pulls some lip-gloss out of her purse and begins to apply it, Carmen, the other mother, looks at her, angrily, Gaby goes on to say that she believes they shouldn't tell the girls about what happened and asks the Sanchezes' on their opinion, "We should protect them." Hector agrees, "Yes, since we want to get to know our biological daughters, we figured we should get together every now and then." Carlos says, Gaby suggests once a month, hector tells her that that sounds reasonable and then asks his wife's opinion, "Um... I guess." she says, seeming unhappy, Carlos looks over at the girls, Juanita, Celia and Grace, who are playing ball, Hector says that he has a feeling they will become very good friends. "Can you believe those are our daughters? Grace looks just like me when I was her age." Gaby points out, "And Juanita looks so much like my mother." Hector tells them, Grace then runs over to her parents and asks her mother if she can have money for ice cream, "You just had lunch." Carmen reminds her, "But they have chocolate-chip!" Grace argues, Carmen doesn't give in, "Oh, let her have some, it's hot. Come on, it'll be my treat." Gaby says, retrieving her wallet from her purse, Carmen isn't happy at this but Hector gestures for her not to react, Grace points out that Gaby's purse is pretty and Gaby asks Grace if she would like to hold it, Grace takes it in her hands, "It's so soft, I bet it cost alot, right?" Grace asks, "Grace, you don't ask about money." Carmen says, Grace apologizes and hands the purse back to Gabrielle, "Oh, that's okay, sweetie. Just so you know, it's Chanel. You can have one of these by working very hard, or by marrying a man who works very hard." Gaby tells Grace before handing her some money for ice cream. Grace thanks Gaby and walks off. "What a polite little girl, you have obviously done a wonderful job, Mrs. Sanchez. I mean, we didn't know what to expect, but we can see that Grace couldn't have had a better mother." Carlos tells them, Gaby looks annoyed at him, he tells her that she knows what he means. "And you've done a wonderful job with Juanita." Hector tells Gaby, Gaby thanks him, "You know, when I got pregnant, I didn't know how I would handle the whole motherhood thing-" Gaby starts, "Mom!" Juanita says, standing next to Gaby, "But, I think I turned out to be pretty good at it." Gaby finishes, "Mom!" Juanita yells, "What?!" Gaby snaps, Juanita says that she needs money for ice cream and sticks out her hand, expecting cash, "What is the magic word?" Gaby asks, "I don't know, 'Hurry'?" Juanita says, "Now, come on, the truck's pullign away." Juanita informs Gaby who retrieves her wallet again and hands some cash to her daughter, telling her that the magic word is, "please". Juanita sees the amount and asks if they can afford more than one scoop, Gaby looks at her angrily and Juanita storms off to go get ice cream. "I'm sorry, what was I saying?" Gaby asks, "You were talking about what a good mother you are." Carmen smugly reminds her.

Over at Susan's apartment, Susan pulls a piece of paper out of her purse, she sets fire to it and says goodbye to Mike's truck payments, "Can you believe it? Just two months ago we were up to our neck in dept... Now we're only up to our ass." Mike says as he holds the burning paper, "If we keep this going, we could reach flat-broke in time for Christmas." Susan says, Mike drops the paper in the sink and turns the tap on. There is a knock at the door, "Hello, it's Maxine." says the voice on the other side of the door, Susan announces that she's in there with Mike and that the door's open. Maxine lets herself in, "Hello, Michael." she says, "Look at this punum," she grabs his cheeck, "Oh, Mike, if I was fifteen years younger, I'd ride you like a hobo rides a box-car." Maxine laughs but Mike seems uncomfortable, "Thanks... but, you still have to fix the air conditioner." Mike tells her, Maxine says that it was worth a shot, Mike leaves to go take a shower. "I need to talk some business with you." Maxine tells Susan, "Me too, I just bought a fur trimmed teddy and some floor polish, tomorrow is gonna be a heck of a show." Susan states, "Fantasitc, I think you should quit." Maxine tells her rather bluntly, Susan is confused, "The website's going through some changes, I've taken on some partners who are pumping alot of cash into the business and they're running the show now. And they want a huge US presence." Maxine explains, Susan is shocked and reminds Maxine that she promised that no one where she is would ever see her, "I did, and that's why you need to get out, now." Maxine warns her, "But Mike and I are just getting back on track, yesterday we got our first water bill that didn't come with a threat." Susan says, Maxine apologizes to her again and Susan asks how long she has before it all happens, "A couple of weeks, a month, tops." Maxine says, Susan sighs and looks back towards the bathroom to make sure Mike cannot hear her, "Okay," she says, "I'll work right up until the last day. Give me double shifts, extra shows, I'll do anything." Maxine allows Susan's request and then turns to leave before saying, "I'm gonna miss you, honey. No one will ever wear the rubber gloves or the fish-nets like you do." Maxine tells her before leaving.

Lynette drops her purse on the table followed by Paige, who's in a carrier and crying her eyes out, very loudly, "Okay, we get it, you're unhappy, we got it in every aisle at the market, we got it four times during the night, and we get it now!" Lynette yells at her baby as Penny helps her in with the shopping, Penny asks her where some groceries go but Lynette tells her to be quiet, noticing that Paige's screams have stopped, "Stop. Freeze. Don't say anything. No sudden movements. The eyes are closing." Lynetet whispers, happily, as Paige sleeps, Penny reminds her mother that she has ice cream but Lynette tells her to let it melt, the phone ebgins to ring so Lynette dashes over to it and answers it, to avoid waking Paige, "Hello, hello, yes, this is she, uh, of course I did, thank you, thank you, I will be back." Lynette tells the person on the phone, Penny asks if everything's okay, "No, I left my liscence at the store so now I have to drag Paige back there which will lead to another two-hour screaming fit. If I didn't look so good in that photo, I'd get a new one." Lynette tells Penny, "Why don't you leave the baby with me?" Penny asks, Lynetet doesn't think so and picks up the carrier with Paige in it, Penny stops her, "Mom, you leave her with the boys, and they don't change her diaper until it weighs as much as she does." Penny points out, Lynette tells her that she has a good point. Lyntte has a hard time deciding.

"I'm back." Lynette announces as she returns home from the supermarket with her licence, she asks if everything's okay and sees the empty carrier on the table, however, she turns to see Penny on the floor with Paige who's lying on a blanket, "She woke up, so I went with Plan B." Penny says, "You've traded her in for a quieter baby?" Lynette asks, "I changed her diaper, now we're doing a little floor-time." Penny explains as she gestures the sleeping Paige. Lynetet kneels down to Penny and asks her where she learned to change a diaper, "I've seen you do it a hundred times." Penny tells her mother, "You're so good with her." Lynette says, "Hey... how would you feel about me taking a quick shower to wash some of this vomit out of my hair... from yesterday?" Lynette asks, standing up. Penny tells her that she should take a bath and perhaps light one of her cented candles. "Whoever raised you did a brilliant job!" Lynette happily exclaims, she runs off upstairs.

Beth Young is seen taking some pain medication from out of her purse but is annoyed to discover that she is out, Paul asks her if she has a headache but she says that she needs it for her back, which is a little sore. "You do realize, darling, that your back wouldn't hurt so much if you weren't sleeping on the couch every night." Paul points out to her, "No, the couch is fine, I just pulled a muscle." says Beth, startled, Paul nods. Lee McDermott knocks and immediately enters the house, and greets himself, "Congratulations! You are the proud new owner of your old house!" Lee exclaims, Paul is silent and turns to Beth who stands up, shocked that Paul bought his old house, "Actually, Lee, why don't we talk late?" Paul suggests, Lee agrees and then hands Paul the keys, a complimentary endangered species calendar and a kitchen magnet with Lee's face on it, "Yes, In know I look cross-eyed, but the assure me that they will correct that in the next batch." Lee tells him, before leaving out of awkwardness. Paul and Beth exchange a look and Paul begins to walk into the kitchen, "Why would you buy that house? Our liese won't be up for a year?" Beth asks, confused. Paul argues that he thought it was a good investment, Beth wonders why he chose that house as there are lots of houses available on the street. Paul tells her that the issue is closed and he sees no point in discussing it any further. "You will discuss it." Beth tells him, walking around him to talk to him face-to-face. "I'm your wife." she says, "Isn't it convenient how, by day, you're my wife, but by night, you turn back into a house-guest?" Paul asks, Beth is speechless.

We see a close up of Bree's arm with a purse on it as she locks her door on her way out of the house, she walks by Keith, who is doing some handy work, and he tells her not to look at what he's working on yet as it isn't complete, "This isn't about the shutters, it's about our... date, Friday. You still haven't told me what we're doing?" Bree asks, Keith tells her that he cannot reveal anything yet except it's something he's pretty stoked about. Bree giggles, "Oh, well that sounds lovely, I, too, am... stoked." Bree tells him, Bree uses her thumb to wipe some paint from Keith's cheek.

From the porch of 4355 Wisteria Lane, Renee is sipping coffee and spying on Bree and Keith, with the former having her hands all over the latter, "What are you doing?" asks Lynette who walks out the door after her bath, to find Renee, Renee tells Lynette to quieten down and Lynette walks up behind her friend whilst drying her hair. "Are you spying on Bree again?" Lynette asks, Renee wonders why Keith would want Bree when he could have her, "She's way too old for him." Renee says, "You're exactly the same age." Lynette points out, "I am not, I'm only thirty-" Renee tries, "You're gonna lie about your age? We were college roommates." Lynette says, Renee is annoyed, "Besides, Bree's always looked young, when she used to go out with her grandkid, people woud think he was her son." Lynette informs Renee, "Wait, Bree's a grandmother?!" Renee asks, Lynette confirms this and Renee sees this as a point of advanatge, "How did I not know this?" she says as her jaw drops before smiling.

Act II

Penny is on the couch as Lynette walks down the stairs with Paige in her arms, she tells Penny that she's taking the baby over to Gaby's place for poker and will be back in a few minutes. "You're not staying?" Penny asks, Lynete says she isn't, "I'm really just doing a drive-by. Last week, Paige spit up on Gaby's couch, so now she's pretty much baby-non-gratta." Lynette explains, Penny asks Lynette why she doesn't just leave Paige with her, so she can stay for her game, Lynette argues that they normally play for a couple of hours. "So? You'll be right next door if I need you." Penny points out, "Oh, don't toy with me. I'm operating on two hours of sleep, I'm vulnerable." Lynette says, Penny stands up and tells Lynette to go, saying that she'll be fine with the baby. "I love watching my baby sister, it's fun." Penny says, Lynette hands her daughter the baby, "Oh, Penny Lynn Scavo, you are officially my favorite!" Lynette exclaims before heading to the door saying, "We are gonna leave everything to you in our will... Keep in mind, we're poor. So, it's really more of a symbollic gesture." Lynette leaves and Penny smiles with Paige in her arms.

Bree, Lynette and Renee are playing poker over at 4349 Wisteria Lane and Gaby enters the room, she is carrying a shopping bag and a photograph, she puts the bag down as she reaches the table, "Listen guys, before we start, I've been keeping something from you." Gaby begins, "But I'm gonna tell you because you're my dearest and oldest friends." Gaby says, she then turns to Renee and states, "Well, I've only known you two weeks, but I don't wanna be rude and tell you to leave." she explains, "See this picture? This is my daughter, Grace." Gaby tells the girls, flipping the photograph around. All of them are speechless.

Later, Gaby is puring more wine after having explained the situation, "Oh, my God, Gaby. I can't imagine what you're going through." Lynette tells her, "I'd be out of my mind, how can you function?" Bree asks, "Well, we were knocked sideways at first, but since we met Grace, it's been a blessing. Thank God the parents are lovely." Gaby explains, Bree points out that it's the kind of thing you see on the news and Lynette asks who else knows about it, "Very few people, and I need you guys to keep it that way." Gaby says, Bree assures her that they'll be discreet, Lynette agrees, for Juanita's sake. The three ladies turn to Renee, "Ph, don't worry about me, up until today I thought you were... Juanita." Renee tells Gaby. Bree asks Gaby to tell them what it was like, "Amazing, I looked into her eyes and felt that pull." Gaby says, Bree says that it's understandable as Gaby carried this girl in her whom for nine months. "There was this one thing she did that was incredibly moving. She came up to me... and within two seconds of touching my bag, she knew it was expensive." Gaby tells them. "Now that is a hallmark moment." Lynette says, "You don't understand, when I was a kid, I used to sneak Vougues out of my aunt's salon and I'd make high fashion paper dolls. I know what it's like to be that kid with her face pressed against the department store window. Grace is me at her age. So I decided to do something for her." Gaby says, she pulls a purse out of the shopping bag next to her and shows it to the girls. "Her own little start-off Chanel." Gaby emotionally tells them, they don't seem to return the emotion besides Renee who, almost tearfully, tells her, "You are the best mother ever."

Beth pulls some clothes out of her bedroom closet and then stares out the window, she looks at 4352 Wisteria Lane and sees that the lights are on.

Soon, Beth walks into 4352 Wisteria Lane, looking for Paul, she sees him and asks him what he's doing. He asks her to go home but Beth walks closer to him, telling him that she wants understand. "Are we going to move here?" asks Beth, he tells her that they aren't, "Then why would you buy this house?" Beth wonders, "It must be filled with so many unpleasant memories." she points out. "I don't see any unpleasant memories. I see the couch... where my wife and I would sit and have our morning coffee. I see the Christmas tree in the corner, by the fireplace. I see the chair... where I would sit and read stories to my son. I was loved in this house. I had a real marriage here." Paul explains, Beth argues that their marriage is real, she tells him that it's hard for her with him keeping secrets. Paul walks over to his wife and holds her hand, "You're right, there should be no secrets between us." Beth smiles and Paul walks away from her, closer to the door, he turns back and says, "Secrets are why this house is empty right now." Paul leaves.

Bree opens her door to Keith who apologizes for being late, "I think you'll be happy when you hear why." he tells her as he closes the door. He presents his tickets to a Black-Eyed Peas concert with really good seats. "Wow, that's just... wow!" Bree exclaims. Keith asks if she likes them and she lies, saying that she does. "You sound a little... underwhelmed." Keith points out, "No, not at all. I live to rock." Bree professes. The doorbell rings and Bree tells Keith that she's not as old as he might think before answering the door. "Grandma!" Benjamin yells before hugging Bree, Danielle is also with him. "Surprise!" Danielle exclaims before entering the house. They hug Bree who asks the two of them what they're doing there, "Visiting, we're here all weekend." Danielle explains, Keith says, "Hi" to Danielle and shakes her hand, Bree introduces her daughter and her son (to avoid sounding old by calling Benjamin her grandson). "Danille, this is my, um... friend, Keith. We were just... going out." Bree tells her, "Grandma, grandma! Look what I bought you! It's slippers." Benjamin says, handing Bree a gift, "My grandma has bad circulation, don't you, grandma?" Benjamin asks, Please stop calling me that!... You... precious child." Bree warns him. "You know what, you guys came all this way, you should spend tonight together." Keith says, "No, no, if you guys have plans, you should go, we'll be fine." Danielle assures him, "Bree there's... there's nothing more important than family. We'll go out another time." Keith tells her. Bree says he's very sweet and Keith tells Benjamin and Danielle that it was nice meeting both of them. Danielle thanks him and then closes the door after him once he leaves. "I guess I heard wrong. You seem to be bouncing back just fine." Danielle tells her mother, Bree asks her what she's talking about, "When your friend called, she said yuo were having a hard time since orson left." Danielle explains, "Uh, by any chance, is this friend named Renee?" Bree asks, Danielle confirms it, "She sent us first class tickets. I wish I had a friend like that." Danielle says. "Oh, trust me, you don't." Bree warns her.


Susan is sitting in her car on her way home from work and is completely stuck in traffic. Her car moves forward but soon has to stop again as the roads are completely backed up. "Uh, come on, come on." Susan chants, wanting the cars to move out of the way. She looks to her left to see a billboard being put up, one that is advertizing with a model dressed in skimpy lingerie sprawled across it, albeit, withour a head as only two thirds of the poster is up yet. "What, the hell?" Susan asks to herself, wondering why it's there. Susan picks up her cell phone, "Maxine, pick up! They're already putting up a billboard! You said they weren't gonna start advertizing for a couple of w- Oh, my God!" Susan yells seeing that the crane is lifting the final part of the poster onto the billboard, the part containing Susan's face! Susan goes off the road and drives up to it, honking her horn. "Wait! Wait! Stop!" Susan exclaims as she gets out of her car, the guy on the crane is confused, "You can't put that up there! That's me!" Susan yells, running up to the poster part with her face, "So?!" the guy asks, "So?! So, people will see! My friends will see!" Susan explains, "Lady, with a body like that, no one's even gonna notice you have a head." the guy tells her. Susan exclaims that they can't and asks them to stop as she gets closer to the lifting poster. She huddles the material of it in her arms and is lifted up with the final part of the billboard, hanging from it. "What the hell are you doing?!" the guy asks, "Protecting my dignity!" Susan screams as she's dangling from a poster. The segment of the poster containing Susan's breasts tears off and Susan falls to the ground with it on her. She lies on the street, looking up at the billboard, she sighs.

Karen is sitting on her porch, drinking a beer, when Paul walks up to her, greeting her as he does so. She asks him what he wants and he points out that she's direct and that he loves that about her. Paul then asks Karen if she has any interest in selling her home, "Well, get ready to love me again, no." Karen bluntly tells him. "Aren't you tired of caring for this place? Big lawn and all these stairs?" Paul mentions, "Yeah, your concern is touching, what's your game here?" McCluskey asks, curious, "I just love this neighborhood so much, I would hate to see this house fall into the wrong hands after you're gone." Paul tells her. Karen tells him that she isn't going anywhere, "I hope you're right, but the years do have a way of flying by, and I thought you might wanna unload this place while you still have the upper hand." Paul says. "Upper hand?" Karen asks, "Yes, right now you're sharp as a tack, but one day, your hip will break, you'll suffer a massive stroke, and the doctors say you can no longer live on your own. And when that day comes, potential buyers who don't care about you like I do, and know that you're desperate, they'll smell the blood in the water." Paul explains. Karen threatens Paul that people will begin to smell his blood if he doesn't get off of her porch. Paul obliges and says that he didn't mean to upset her, he walks away, saying, "My offer still satnds, as I said, it all comes from my great love for this beautiful neighborhood. Careful on those stairs now." Karen angrily watches as Paul walks away from her property.

Penny gets some milk from out of the refrigerator and brings it over to the table as Lynette enters the room holding a crying baby. "Look who misses her big sister." Lynette says as she hands Paige to Penny, Lynette tells Penny that she's very good with the baby and that she's going to take a quick jog and will be back in twenty minutes. As Lynette tries to walk oof, Penny, holding Paige, tells her mother, "Mom, I have a test today, I cannot be late for the bus!" Penny warns. Lynette says that she hears Penny loud and clear and tells her that she might want to check Paige's diaper because she left her a "little present". Lynette runs out the door, leaving Penny to be worridly carrying her crying little sister.

Lynette is jogging down Wisteria Lane and stops due to her being out of breath, she is then approached by Bree, who says she needs to talk to her. "Sure." Lynette tells her, Bree notes that Lynette is jogging again, "Where's the baby?" Bree asks, "Penny.. is watching her. It is the most amazing thing. Only when you've spawned as much as I have do you learn the glorious truth: the older ones can watch the younger ones. Babies having babies: bad. Babies raising babies: genious!" Lynette exclaims. Bree tells her that she's happy for her, Lynette points out that she doesn't look happy, "That's why we need to talk." Bree says, beckoning Lynette inside.

"She flew them here first class, that is vintage Renee." Lynette says after having heard the story. "Yes, a varacious libido and unlimited finds. A deadly combination." Bree points out as she pours the coffee. Bree then says that Renee is now taking Keith to dinner that night. Lynette asks her how she found that out and Bree tells her that Keith called to ask if it was okay, which, of course, it wasn't, but Bree couldn't tell him that. "Don't say anything, wait until she's crossing the street and then run her over." Lynette suggests, "No, I'm too fond of my car." Bree says. Lynette tells her that she has to fight back as it's the only thing Renee understands. Bree asks Lynette, who knows Renee, what she could do to humiliate her. "She once slept with a rodio clown... but he's a senator now." Lynette says, brainstorming. "Oh, she's got this really weird belly button, but, by the time by the time he finds that out, they're already getting it on..." Lynette continues, "She used to freak out whenever The Wizard of Oz was on TV." Lynette says, Bree asks why, "I think it was the munchkins, there's something about little people that gives her the heebie-jeebies." Lynette informs her friend. Lynetet then looks at her watch and realizes that Penny's gonna be late for school, she stands up and leaves, apologizing for not being able to help. "Oh, no, you helped." Bree says as Lynette leaves.

Lynette rushes into 4355 Wisteria Lane, calling out for Penny. "I'm sorry! I forgot my phone! Grab your stuff and I'll drive you!" Lynette exclaims. Lynetet picks up a note that reads: "Went to school. Sorry. Penny."

Lynette bursts into Paige's room to see an empty crib - no baby! "Where's my baby?" Lynette says to herself, worried and confused.

Penny is sitting on the school bus with Paige in her lap, many school children are crowding around her, staring at the baby. Penny looks at them, "Stop breathing on my sister!" she yells.

Act IV

Lynette bursts into the school offices and introduces herself, seeming very frantic. The receptionist says that they've been expecting her as the entire office stares at Lynette, judging her for letting her daughter take her baby with her on the school bus. The receptionist tells her that the principal's office is in the back. Lynette makes her way there whilst facing the judgmental looks from the staff. She walks past a school child who's waiting outside the office who turns to her and says, "You're in so much trouble."

Lynette is sitting across the desk to Principal Harris. who says, "So, you left your twelve-month-old baby in the care of your elevn-year-old daughter." Lynette, who now has baby Paige in her arms, tells the principal that she's not one of those helicopter parents. "Come on, give me a break, I am raising five kids, you have no idea how hard that is." Lynette tells her. The principal says nothing, but simply turns around the photograph on her desk of her and her eight children. "Eight. Well, clearly you're very competitive." Lynette tells her. "I talked to Penny, think you should know, she's helping you out more than you realize." the principal says, Lynette asks what she means. "Do you know that Penny takes the baby monitor to bed with her so she can get up for the feedings?" the principal informs Lynette who is shocked by this scrap of news. "As a result, the poor girl is exhausted. Sge fell asleep in Social Studies yesterday." Principal Harris explains. Lynette makes clear that she had no idea and is completely taken aback by this. "Yes, I will talk to Penny when she gets home. And I will fix this." Lynette promises. The principal tells her that that would be nice, "Okay, you know what, enough with the judgmental tone, come on, who among is is a perfect mother?" Lynette asks. The principal stays silent again and simply turns the mug on her desk around which says, "World's Best Mom".

Over at the Sanchez house, Gabrielle knocks on the door with her Chanel purse for Grace in toe. Carmen answers the door and asks Gaby if everything's okay. Gaby assures her that everything's fine and tells her that she was hoping that Grace would be home. "I thought we were supposed to call first if we wanted to see the kids." Carmen says, Gaby says that she knows but she was in the neighborhood and then asks if Grace is home. "No." Carmen tells her rather bluntly. "Well, could you give this to her for me?" Gaby asks, passing Carmen the box in her hand. Carmen takes the box and opens it, seeing the purse inside. She tells gaby that Grace already has a purse, Gaby asks if it's Chanel, Carmen denies it, saying that they got it at a flee market for $2 and Grace is very happy with it. "I know, but don't you think she'd like this one a little better?" Gaby asks, "Not if she never sees it." Carmen says, shoving the box back into Gaby's hands. "Don't you think I would like to get my children nice things? We're not like you. We can't afford luxuries, we can barely afford the neccecities." Carmen tells her. Gaby offers help but Carmen tells her that what they need is for her to let them be who they are and not who she is. "Goodbye, Gaby. Please, call next time." Carmen says before closing the door. Gaby is shocked at Carmen's reaction.

"You said I had a month!" Susan exclaims to Maxine, practically hyperventilating. "I said I thought it was a month!" Maxine reminds her, saying that the internet moves very fast. Susan asks how many billboards there are. Maxine tells her that they talked about a big ad campaign so they probably made a lot. "You have got to call them! Get them to stop it! Or at least put some other girl up there! Something!" Susan demands. Maxine says that she tried to warn her and that it's beyond her control now. "Please, help me!" Susan pleads. What if Mike sees me splain across that billboard?! He's going to recognize those panties. He gave them to me for our anniversary." Susan tearfully says as she goes down on her knees. Maxine sees how pathetic she is and tells her that she'll make a call, she picks up the phone.

Penny walks into her house and closes the door behind her, Lynette emerges from the kitchen and the mother and daughter stop and stare at each other. "I'm sorry I took the baby to school. I had a math test, I didn't wanna be late." Penny says before beginning to walk up the stairs, Lynette walks closer to her, stopping her, "Hey, sweetie, hey, hey. You didn't do anything wrong. I did. Come here, sit down." lynette says, sitting on the stairs, Penny slips her backpack off and sits next to her mother. "I understand you've been taking the baby monitor into your room at night." Lynette says, "Just so you can sleep." Penny explains. "Uh, I appreciate that. And I appreciate how often you have been looking after your little sister." Lynette replies. Penny says, "I know how you like to go see your friends and go jogging and stuff." Lynette admits that she does. "And... you're different when you get to do those things. You laugh more, you're not as cranky, you stay up late and play board games with us. I like that mommy better." Penny explains, Lynette hugs her daughter, saying that she likes that mommy better too. "But it's not your job to take care of me..." Lynette begins, Tom emerges around the corner, out of Lynette's sight, listening in, Lynette continues, "Your job is to... watch television and eat way too much candy. And my job is to make sure that's all your job is." Penny agrees to this. They hug and Penny goes off upstairs. Lynette tsands up and Tom goes up behind her, telling her that that was really sweet. "I know. get me a nanny." Lynette tells him, Tom is confused, "I am drowning here. You heard what Penny said, I'm not myself anymore. And when I'm not taking it out on the kids, I'm taking advantage of them. So, I need help." Lynette explains, "How about if I pitch in more?" Tom suggests, "Oh, Tom, what a lovely, hollow offer that you'll never back up. Get me a nanny." Lynette walks away leaving Tom confused.

Act V

"You bought an eight-year-old girl a $14,00 purse?!" Carlos ask Gaby when preparing for bed, "Oh, lighten up, it's not like I got her the matching wallet." Gaby says. Carlos asks what Carmen said, Gaby explains that she wasn't pleased. "Because God forbid that woman let her daughter have nice things." Gaby tells him, "That woman is her mother!" Carlos points out, "And I'm with her on this, you have no right to give Grace expensive gifts!" he exclaims. Gaby says that she does, Carlos asks why and Gaby tells him that Grace was supposed to have all of life's luxuries and her and Carlos were supposed to give it to her. Carlos says that this is the reaso he didn't want to look for her, because they had no idea what would happen once they found her, but Gaby looked and they met Grace and are now falling in love with the girl. "And if you spook these people, they can take her away from us. Forever." Carlos tells her. He walks away and Gaby seems worried.

Beth Young picks up her morning paper from her lawn as Mrs. McCluskey walks by, Beth greets her with a "Good morning" and asks her how she is, "I feel great, sorry to disappoint you." Karen says as she walsk by, Beth is confused and asks her what she means, Karen stops to say, "Just had my annual physical, Doc says I'm gonna be around for years. So you can tell that vulture husband of your's he'll have to pick at someone else's carcus." Beth asks Karen what she's talking about.

Beth chops a green pepper and Paul walks into the room, telling her that something smells good. Beth tells her husband that she's making stew, he begins to go through his mail and she asks him how his day was. "Fine." he tells her, she asks if anything interesting happened to him, "No, not really." he says, "You didn't... talk to anyone?" she asks, "Who would wanna talk to me?" Paul points out. He tells her he's going to go and wash up and leaves. beth looks at him suspiciously and then her gaze turns out the window to 4352 Wisteria Lane, she then looks down and channels her anger at her husbands lies into her chopping, violently slicing the green pepper.

Over at a fancy looking restaurant, Renee and Keith are having dinner together, sushi, to be exact. Renee picks a piece up with her chop sticks and places it on Keith's plate, assuring him that he will love the sea urchin. He sniffs it, cautiously, saying that it looks a little sketchy. "Most of the fish I eat comes out of a basket with fries." he explains, putting the sea urchin into his mouth. Renee laughs, saying he's funny, "And you eat out of a basket, I like that." she says. The shot moves out and we see a small head runs past the screen. Renee seems a little startled, Keith asks her if everything's okay. "I just thought I saw a... never mind. So, anyway, I thought after dinner, we could go to a club. What do you think of jazz?" Renee asks, "I think it's the sea urchin of music." Keith says, Renee forces a laugh followed by a gasp as we see another head run past the screen. Renee asks Keith if he saw that but he didn't. Renee says that it was probably nothing as she calms herself down, "I thought I saw-" Renee screams, alerting the entire restaurant to look her way, a small boy is standing near her. "Okay, you're just a kid." she says, sighing with relief as the boy's mother collects him. Keith asks what's the matter with her, "I'm so sorry, I don't want you to think I'm odd, but, you see, when I was child, there was this incident... at the circus... and ever since then I have always been terrified of-" Renee starts, "Hey! Don't I know you?" a dwarf who is next to their table asks, at this, Renee screams at the top of her lungs and stands up on her seat, she screams again, again alerting the entire restaurant, and grabs on to the wall, forcing herself not to look at the dwarf who spoke. "Get him away! Get him away! Get him away!" she screeches, trying to climb up the wall, completely terrified as more people begin to stare. "What's wrong?!" Keith asks, confused out of his mind, looking back and forth between Renee and the little person. "Is he there with his tiny hands?! I CAN'T LOOK AT HIS TINY HANDS!" Renee screams loudly, extremely scared. The dwarf looks at his hands, saddened, and Renee looks at him, stepping back down to standing on her chair, she then lifts Keith's sport coat and throws it over the dwarf, covering him from out of her view. Keith is appalled by this and helps the little man get the jacket off of his head, apologizing for Renee's behavior. "It's okay, obviously a made a mistake." the man says, he walks away. "Oh, my God, did he go, I can't look?!" Renee asks, still frightened. Keith tells her that he's gone and that she can come down. Renee climbs down from the wall and Keith tells her that everyone is staring, Renee sees this too and smiles, pretending that everything is normal still.

The dwarf from earlier opens a door to another part of the restaurant, "You should have seen the look on her face." he says. "Well, I couldn't see her but I certainly heard her. And it was magnificent." Bree tells him. "Well, I'm happy to help out, bye Bree, see you in church." he says before leaving. Bree happily sips her drink.

Susan is shocked that she has to pay the ad company $9000, "My partners spent alot of money printing those billboards! And they'll agree not to put them up, but they are not gonna eat the cost!" Maxine explains. Susan hangs her head, sad, Maxine assures her that she did the best she could, saying that she took them down from $12000. "It's still a huge hit. It puts us right back where we were before I started doing this stuff!" Susan exclaims, Maxine says she knows, "And what's Mike gonna say when he realizes the money is missing?" Maxine points out, Susan, even more saddened now, says that she hadn't even thought of that. "Maybe I should just let them put up the billboards. At least then, when he kills me, I'll be famous." Susan suggests, sitting down. "Yunno, there is another way." Maxine says, Susan asks her what she means, "Well, you could earn that money back, and fast, too. But you'd have to... never mind, forget I said anything." Maxine tells her, Susan, now anxious to know, asks her what she was going to say, "Well, there are other services our website provides, things I've kept hidden from you because of the bounderies you've set. But, if you're willing to go... beyond those bounderies..." Maxine tells her, "Are you talking about prostitution?!" Susan asks, shocked, "God, no! Nothing like that! Just private on-screen interactions of a... racier nature." Maxine explains. "How racey?" Susan asks, Maxine asks her how much she wants to make.

It's night time in the city of Fairview and a pair of men's feet are walking down the street. She comes across a dumpster with a poster in it, one with Susan's face on it from the billboard adverstizing The man slides another part of the poster out from under the dumpster to read the web-address ("WWW.VAVAVABROOM.COM"). We then see him walking away with the poster of Susan's face in his arms.

Act VI

Bree opens her door to an angry looking Renee, "How dare you?" she asks, Bree greets her a good morning, seeming very chipper, "How dare you exploit a traumatic childhood memory?!" Renee asks, "Yes, I heard you had some sort of episode with a little person." Bree says, "Oh, look, he followed you home." Bree points out, startling Renee who gasps and turns around to see nothing, hudling to Bree's wall, Bree walks into the house followed by Renee who realizes she was just tricked. "Very funny. I wonder how Keith will react when I tell him it was you who ruined our date." Renee threatens, Bree points out that Renee used Benjamin, Bree's grandson, to ruin her date and she can just as easily tell Keith that story. There is a knock and Renee looks out the window, "Oh, here's Keith now, why don't we ask him who he wants to be with?" Renee suggests, "We can't... put him on the spot like that." Bree says, seeming worried. "Bree, you're getting all red, is that a hot-flash or are you just losing your nerve?" Renee asks her. Bree is shocked and there is a knock at the door, Keith soon enters, saying he wants to finish up on the scances he started. "Everything okay here?" he asks, noticing the tension between the two women. "Not exactly, uh, can we ask you something? If you had to choose between..." Renee starts, "Forest green or... brown, for the trim, which would you prefer?" Bree asks him. Keith seems confused, "...forest green. I guess." he tells them, Bree tells him that he should run down to the hardware store and have them mix him up a batch, keith agrees and leaves, Bree closes the door behind him. "What's the matter, Bree? Afraid you'll lose?" Renee taunts, Bree admits that she is, telling Renee that keith is all hers. "Well, that's not any fun. I thought you liked him?" Renee points out, "I do... but, I don't get his references, I can't stay up late like he does, I'm being silly. I feel like one of those... cliches people make fun of, the desperate, predatory divorcee." Bree says, Renee asks if she means like her, "Well, yeah." Bree admits. "Do you know why people make fun of us? They're jealous, because we still have the guts to go after what we want... You think he can make you happy?" renne explains, Bree says that she thinks he can, Renee moves over to Bree and undoes some of her blouse buttons, "Then go for it." Renee instructs her. "My gift to you." Renee tells her. Bree laughs and assk Renee why she's being so nice to her, "Based on my dinner uner th rainbow last night, I would rather have you as a friend than an enemy." Renee explains before laughing, "Now go." she instructs. Bree smiles and opens the door, "Keith, hang on, I think I'll join you!" Bree calls to him before smiling at Renee and leaving the house to pursue Keith.

Carlos and Hector are sitting on the porch of 4349 Wisteria Lane, drinking beer together. Hector tells Carlos that it's very nice of him to have them over, and suggests that next time he can come to their house, Carlos agrees. "You know, I think it's great that out of this unfortunate situation, we could all end up being friends." Carlos says, Hector agrees, saying that they're very lucky people. Celia chases Grace up the porch and into the house, the two of them playing a game, Carlos and Hector laugh at this.

The girls run inside where Carmen is teaching Juanita how to cook and having fun as she does so. Gaby smiles as she watches this and Grace comes up to her, "I really love your house, Mrs. Solis." Grace tells her. Gaby thanks her and asks her if she would like a tour, Grace nods and Gaby leads her out of the room.

Soon enough, the tour leads the to the master bedroom and Grace takes in how large it all is. "You have a TV in your bedroom?! Lucky." Grace asks, amazed. "Yes, we're very lucky." Gaby tells her, Grace then sees a jewelry box and is drawn towards it, Gaby asks her if she'd like to take a look and Grace, again, nods. Gaby opens the jewelry box to reveal all of the fine, expensive jewelry within it. "It's all so pretty." Grace says, Gaby smiles, "I can't wait until I grow up so I can have beautiful things." Grace tells her, looking at all of Gabrielle's jewelry. Grace takes out a necklace and Gaby asks her if she likes it, Grace, yet again, nods, and holds the necklace in her hand. "It's a gift I bought myself with my first big modeling check." Gaby explains, she smiles at Grace and says, "I want you to have it. You deserve beautiful things." Grace smiles but says that she doesn't know, noting that her mom might get mad at her, "Then we'll make it our little secret." Gaby tells her, closing the necklace in Grace's hands. Grace then takes notice of Gbay's Chanel purse from the beginning of the episode, which is sitting on the dressing table, "I want a purse like that some day." she says, "Well, then, I'm gonna make sure you get it." Gaby assures her.

It's called a purse, and as every woman knows, it can hold just about anything...

The shot moves closer to Gabrielle's purse on the dressing table.

From a bottle for a baby...

Penny pulls a baby bottle from Lynette's purse and hands it to her mother who has Paige in her arms.

To a check for protection...

Susan pulls a check from her purse and hands it to Maxine, the check for $9000 to stop the billboards from going up.

To a gift for a new friend...

Bree pulls a small, gift-wrapped box from her purse and hands it to renee, who gladly accepts it.

Whatever you find inside, there's one thing you can be sure of...

Grace's hand puts her new necklace into her $2 purse and closes it, she places her hand on her purse, loving the gift inside it. Grace smiles and Gabrielle emerges behind her, smiling as Grace does, happy that she helped her biological daughter.

Every purse says something about the woman who owns it... whether she knows it or not.
Mary Alice Young


"The Thing That Counts is What's Inside" was written by Jason Ganzel and directed by David Grossman. It aired on October 17, 2010.


On its original broadcast on ABC, the episode scored 12.669 million of viewers and achieved a 3.9 rating in the adults 18-49 demographic. With the DVR Rating, this episode is up 1.8 in million of viewers (rising to a total of 14.5 million of viewers) and it's up 0.9 in the adults 18-49 demographic (rising to a total of a 4.8 rating) and received positive reviews from fans and critics alike.


  • Tuc Watkins (Bob Hunter), Charlie Carver (Porter Scavo), Joshua Logan Moore (Parker Scavo) and Mason Vale Cotton (MJ Delfino) are absent from this episode, and are therefore not credited.
  • On its original broadcast on ABC, the episode scored 12.669 million of viewers and achieved a 3.9 rating in the adults 18-49 demographic. With the DVR Rating, this episode is up 1.8 in million of viewers (rising to a total of 14.5 million of viewers) and it's up 0.9 in the adults 18-49 demographic (rising to a total of a 4.8 rating).
  • The title of this episode comes from a lyric in the song "Ah, But Underneath", from the Stephen Sondheim musical Follies.

Bloopers and continuity errors

  • In this episode, Susan is terrified to discover a picture of her in lingerie appearing on a huge billboard as part of an advertising campaign for However, in order to have a photo big enough to be put on such poster, there had to have been a professional photoshoot of Susan (which would produce a very hi-res image) - meaning she needed to be a willing participant. Otherwise it is simply impossible for that poster to have been made. On a side note, it's the rare pornographic website (albeit containing "softcore" material) that is allowed to advertise on billboards.
  • In the scene where Lynette and Penny are coming in from grocery shopping, Paige is shown crying uncontrollably and Lynette is explaining to her baby that she gets that she's upset, but in the next shot, Paige is seen already sleep but crying noises are still heard.


Carlos: You bought an eight-year-old girl a $1,400 purse?
Gabrielle: Oh, lighten up. It's not like I got her the matching wallet.

Carlos and Gabrielle, The Thing That Counts is What's Inside


Gallery of photographic stills released to promote the episode.


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