Gone are the distinctive high-pitched voice and the outrageousness of Karen Walker of NBC's "Will & Grace" sitcom.

Megan Mullally--who has won numerous awards for comedy, including an Emmy--has the lead dramatic role in "The Pact," premiering on Monday at 9 p.m. on cable's Lifetime.

Mullally and Juliet Stevenson ("Truly, Madly, Deeply") star as best friends who, with their husbands, have watched their daughter and son grow up together. But the two families are shattered by an apparent suicide pact in which one teenager survives and the other dies.

While teenage suicide is central to the plot, Mullally said, "the movie is about the aftermath and the effect on these two families and their friendships."

The families face many questions in their search for the truth. Was it suicide--or murder? What really happened that night?

Mullally and Henry Czerny portray Melanie and Mitchell Gold, with Meghann Henderson as daughter Emily.

Stevenson and Bob Gunton are Augusta (Gus) and James Harte, with Eric Lively as their son Chris.

Executive Producer Randy Robinson said he wanted a "fresh look" in the cast.

"Megan will surprise you. Audiences haven't seen her do this kind of role before. Juliet Stevenson is from England, and Henry and Bob are better-known in bad-guy roles. These aren't perfect-people roles here. But audiences will recognize the actors and be surprised by the roles they play."

The movie is "very complex and subtle," Mullally said, adding that she felt challenged by the role.

"I wasn't sure if I would be able to cry in the right parts," she said. "It's something I can do at home, but what happens when you don't feel like it and there are 45 people around you tapping their feet, waiting for you to perform . . . but I found it actually was sort of fun. It opened up something I had closed for a few years--had put a lid on a lot of feelings that would have ended up in tears--and I've noticed that now I have more access to my emotions, which is a really good thing."

Playing Melanie is quite a departure from her role as the comic Karen Walker, Mullally said, "and although I love Karen, I'm nothing like her. For observers, there are parts of me that are like Karen and vice versa. We have the same face, the same DNA, the same mannerisms. So there's always something of Karen in everything I do.

"But for 'The Pact,' I didn't really focus on using a different voice or gestures for my character. I was trying to figure out her emotional life and be attentive to that. I'm not really like the woman in 'The Pact' either."

Her truest voice, she said, is through her creative expression singing with her band, Supreme Music Program. The Los Angeles band recently released the audio CD "Big as a Berry," which she called an eclectic mix of styles.

The movie "The Pact" is based on the best-selling book by Jodi Picoult. "The book is far more focused on the teens' point of view and the movie is more from the parents' point of view," Robinson said, "and I think it's more Megan's movie because she has more of a journey."

The movie itself "had a long and tortuous path" from book to screen, said Picoult, with several companies, writers and producers involved since the book was published in 1998.

The Lifetime movie went into production in February and was shot in June and July in a village far outside of Toronto that would pass as Bainbridge, N.H., Robinson said.

"I was very pleased with the movie," Picoult said. "There are significant editorial changes but you feel the same way when you finish watching the movie as when you finish the book."

Will Scheffer, who wrote the screenplay, "plucked things out of the book and managed to have resonance," Picoult said. "The film functions beautifully as an entity of its own. It's not the book, but that doesn't mean it's less than the book."

Picoult was on location for two days as filming began. Besides talking with the actors about her ideas when she wrote "The Pact," her fifth novel, she also had what she calls her Alfred Hitchcock moment--when she appeared in a funeral scene. She is just to the right and slightly behind Chris in the scene, she said. Look for a woman with red curly hair wearing black.

Among her favorite movie scenes, Picoult said, is when Mullally, as Melanie, is throwing books off of shelves and has a confrontation with Stevenson's character, Gus.

"And the scene where Chris breaks down with his mother, he does a great job. It's so raw and painful, it took my breath away," Picoult said.

She wrote the book, Picoult said, "to point out that we never know anyone as well as we think we do--not our children, not our spouses, not ourselves."

She also wanted the book to explore "how sometimes the things we do in the name of love are not necessarily positive things and sometimes the things we do for the greater good actually come back to hurt us."

Mullally said the movie shows how quickly life can change.

"There are things that seem like they'll never change, but look how quickly and easily they do," Mullally said. "There is this dynamic between friends for almost 20 years and in a month, it's all gone. That's the fragility of what we see as permanence."

Producer Robinson said he is hoping "viewers will come away with the importance of listening to their children.

"There's something that Mitchell says on the witness stand in the trial scene about watching your children, not just watching over them. There's a big difference between being a protector and a friend," he said.

"We're trying to get at the truth but not in a heavy-handed way," he said. "You can't take as important and delicate a subject as teen suicide and fall into after-school-special preaching. Rather than preaching about why suicide is bad, we're telling a painfully sad story about mistakes that were made.

"We are hoping that teenagers will watch this movie and see how permanent suicide is--that you can't take it back, can't change your mind after you've done it. We hope that parents and teens will watch the movie together and talk about the issues."

Lifetime involved several psychiatrists and mental health consultants in the production of the movie, Robinson said.

"There was concern that the movie would depict teen suicide honestly but nothing that would encourage children to consider suicide an answer."

For More Information . . .

In conjunction with airing "The Pact," Lifetime has partnered with the National Mental Health Association on an educational campaign to address the issue of teenage suicide. An announcement following the movie will direct viewers to a toll-free hot line at 800-SUICIDE (784-2433) or www.lifetimetv.com for more information.