S3:E1 Out of Town

Don and Sal take a business trip to Baltimore, Pete is thrilled to be promoted to Head of Accounts . . . until he isn't, and we meet Lane Pryce, from PP&L. We go back in time to see Dick Whitman's birth and see Don and Betty are preparing for their new child together. Limit your exposure, grab your ant farm, and re-watch with us!

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Podcast Time Stamps for this Episode:

00:00 Introduction

00:47 Dick Whitman's origin story

05:45 Her name was Lola / She was a secretary. / And while John's accent made her flushed / Peggy looked on in disgust

06:43 "Who was the man who imagined her ecstasy?" "Who, indeed." Is it the sucking up that connects the painting to your business? We have questions, Bert.

13:42 "I wanted to inform you that you're the new Head of Accounts." "Excuse me?" "It seemed like the right thing to do, in spite of your lack of hospitality."

19:12 "I wouldn't be much of an account man if I didn't ask what it pays." "And I wouldn't be much of a financial officer if I wasn't prepared to disappoint you."

21:15 "I've never seen a stewardess that game." Jenna and Steve disagree about Shelly here - Jenna argues it's a departure for Don because Shelly gives no evidence of being complex or challenging, which is usually a requirement for Don's notice and interest.

24:24 "I've always been a big fan of your work, and I've been very vocal about it."

25:27 "I've been married a long time. You get lots of chances."

35:48 The fire alarm brings everything to a "screechin' halt." What does Don Draper do with someone else's secret?

37:50 "Why is she shamelessly flirting with Moneypenny?" "Don't call him that. He hates that." Why can't Joan and Peggy align and give us the glorious girl power duo we envision?

39:42 " 'Our worst fears lie in anticipation.' That's not me - that's Balzac."

42:08 "You're each taking half the company. Of course, it's possible someone could distinguish himself. It would be easier that way."

45:48 Limit your exposure

47:47 This office comes with a complimentary ant farm

48:46 "The buck stops here unless it stops over there. There are two heads of accounts. Kenny Cosgrove and I are sharing it."

55:12 Just kidding - you aren't worthy of the ant farm. It's unseemly.

58:08 What did you bring me, Daddy? Well, I inadvertently brought home a stick pin belonging to the stewardess I slept with last night. Would you like to wear it?

1:01:01 Mad Men S3:E1 wrap-up and listener shout-out

Read the Mad Men C to Z Season 3 Episode 1: Out of Town Full Transcript on our Mad Men C to Z website

Jenna: Hi, I'm Jenna.

Steve: And I'm Steve. Welcome to All Things Mad Men, from Chip and Dip to Zou Bisou.

Jenna: There's so much to love about this amazing show, and we're happy to connect to fans like us, who discover new things with each rewatch.

Steve: Be advised, while we aren't gratuitous with spoilers, they can pop up as we discuss character arcs through the final season.

Let's get started with Mad Men C to Z.

Jenna: Welcome back to season three of Mad Men, C to Z!

This episode, Out of Town, was written by Matthew Weiner and directed by Phil Abraham, and It takes place six months after season two ends in April of 1963.

As we open, Mad Men loves to show Don's back to camera. It's always reminding us that we can see him, but it's making us wonder if we really know who he is.

And we're also getting a closer look at that before time. With a bit of creative license, we're going back in time to Don Draper's, or rather, Dick Whitman's birth.

Steve: Obviously, Dick Whitman doesn't remember his own birth, as Matt Weiner mentions in the commentary. It's terrifying. It's an awful origin story for anyone to walk around with.

Jenna: We see that Abigail Whitman lost several babies, but she does want a baby very much. Earlier, in the Mother's Day episode in season one, we saw how she gave birth to Don's brother Adam and called it a miracle.

And this, of course, is before Adam was born.

So we learn that Archie Whitman visited a young woman working as a prostitute, and he didn't have any protection.

She mutters curses as we see her later delivering the baby that the midwife delivers back to Abigail, saying his name is Dick, after a wish his mother should have lived to see.

Steve: You also see how it's possible that this story could have taken a different turn. You know, she really desperately wanted a baby. Now she's getting a baby, finally. So there's this glimmer of possibility that this could be a positive thing.

But as we all know, Dick Whitman's upbringing is terrible. She's an awful mother. You know, she's resentful of her husband seeing a prostitute and this child, you know, from the prostitute.

So we know the whole thing goes off the rails. But I did get a sense in this scene that there's an alternate universe where it could have been more of a positive thing.

Jenna: Yeah. I have a related question for you. As you mentioned in the commentary, Weiner says this is an extremely inauspicious way to come into the world. He's unwanted by his biological mother and father and raised, but shoved aside by his father's wife, who later gave birth to Adam.

We see Don getting frustrating as a character because he can be so selfish. But do you have more pity and understanding for him when you see his early life here, or do you feel like he should have straightened himself out by now or someplace in between?

Steve: I think on that question, I probably fall more to the latter.

Not that Don Draper hasn't overcome a lot to get where he is,

but I think he's benefited from a lot of gifts. You know, he's. He's intelligent, he has judgment and an ability to make decisions.

And I feel that at this point in his life, he has an awful lot of agency.

So to default to victimhood or this sense of, you know, fate has trapped him or blocked him from behaving better and making better choices. I don't get that vibe so much from Don. I feel that he's probably got as much agency as anybody in the series.

Jenna: Yes, I agree. And he's all about talking the good game about moving forward, but his past is really clinging to him and he can't seem to shake it.

Steve: An interesting bit of this scene is how it ends, with modern day Don Draper delivering the warmed milk up to Betty. And it's a very loving, tender scene. And Phil Abraham, the director, mentions in the commentary that we don't get a lot of scenes like this with the two of them where it seems to be just a loving scene where they're riffing a bit on how will the baby turn out.

And Don is obviously caring for his pregnant wife and trying to ease her discomfort. It's a bit of a contrast to what we see typically between Don and Betty.

Jenna: Yes. And we see Betty seems really happy with this reset. She says she wants the baby to come into their home at its best.

They seem happy. Don is really making an effort here, and he isn't looking for credit or begrudging it either.

I don't get a sense that he's frustrated or impatient, but he also doesn't seem exactly content. And maybe, as usual, that's more about him and his issues, remembering his birth and everything, than it is about his relationship with Betty.

Steve: Yeah, and he uses his Mad Men skills, you know, as an advertising person, to picture this bit about a warm, sandy beach and the smell of coconut oil and the rest, you know, and just using his gift with words to try and soothe Betty as well, which, it feels sweet.

But I also have this nagging little voice in my head wondering, is it a more calculating gesture? That's where Don Draper's character leaves me. I'm always sort of wondering about his motives.

Jenna: Yes, you're never really sure. It always feels like there are multiple pieces of intention with his actions.

We also see Don preparing for a trip, and Betty packed his suitcase - so often a symbol in Mad Men. In the Jet Set, he went with Joy without any of his things from home.

And here Betty is sending him with things. So maybe Don is a little less empty than before. Maybe the love he wanted to find with Betty can be had in their recommitment now.

But he is Don Draper, so maybe not.

In the next scene, Peggy's in her office, and she has a secretary and no copier, so we can see that she's kept the status she claimed last season.

Lola, her secretary, is played by Tricia Lafache. You might have seen her in Garden State, or the TV series Jury Duty.

But Lola's busy listening to the new British assistant flirting at her desk instead of focusing on her work. And we know Peggy has no patience for that.

Steve: Yeah, Peggy's all about the work, and John Hooker seems to be enjoying the attention he's gathering in the office from the various admins.

Jenna: John Hooker here is played by Ryan Cartwright, recognizable from Kevin Can Wait, Bones, and Alphas.

And we also hear that Lola, Peggy's secretary, is engaged.

And Peggy says, enough, Lola. When we last saw Peggy, she was telling Pete that she wanted other things besides marriage and family.

But I think she still wants that for herself. And maybe it prickles a little bit to see the other women around her getting married, even if that isn't the right path for her right now.

Steve: From here, we cut to Lane Pryce in Bert Cooper's office, looking at a rather interesting octopus painting from Japan.

Jenna: Lane Pryce is played by Jared Harris. He might be recognizable from The Crown, Fringe, Chernobyl, and Foundation.

He's also Richard Harris’s son, which is especially fun to note if you're a fan of Unforgiven or Gladiator or the first two Harry Potter movies.

Steve: And A Man Called Horse and Orca. I am a Richard Harris fan, so Jared Harris is all right in my book.

Jenna: We hear a lot about Richard Harris in our house.

So observing Lane fitting in to the group makes us feel a little behind as an audience, maybe. Like, we missed his intro, but it cuts us right into the action.

And as you say, he's looking at this painting, which is a real painting, called The Dream of the Fisherman's Wife by Katsushika Hokusai, and it references a story about Princess Tamatori from the Edo period. In this story, she's a shell diver searching for a pearl that a dragon stole from her husband's family.

She visits the dragon's undersea palace, cuts her breast open to hide the jewel, but dies of her wound when she reaches the surface.

And I feel like hiding things in wounds is pretty on brand for Don Draper, who also enjoys an assortment of liaisons, although none with octopuses, at least that we've seen.

Steve: I enjoyed when the conversation turns to London Fog and Lane explains that there really never was any London fog. It was coal dust from the industrialization era, and it's past now.

So this famous raincoat brand, which, you know, there's plenty of rain in London, but this notion of fog is a bit of a fallacy.

Jenna: And London Fog is an American company founded in Baltimore in 1922. So again, it's pretending to be something it isn't.

So Bert Cooper, Lane, and Don are talking about Don's trip when Burt Peterson comes in. They're making cuts.

Steve: Yeah. And Burt doesn't take the cut lightly. He starts sounding off, I think, in a very stereotypical expressive American way, which is out of place to someone like Lane, who's just getting to know these Americans.

And then Roger hilariously walks in and asks, you know, what he's missed, and then realizes that it's this serious meeting where they're terminating somebody.

Jenna: It might be kind of a fine point, but Burt doesn't actually get upset until Roger comes in. And I think this gives us a real clue about Lane as a character.

Also, we should mention that Burt Peterson is played by Michael Gaston. You might recognize him from The Mentalist or The Man in the High Castle. He's been mentioned before, but we've never seen him on screen. And when we first see him, he's being fired.

Lane is practical from the financial side, but he's also not unkind.

He says they realize Burt's wife has been dealing with some health issues, and they waited to fire him while they were dealing with that.

So we see that Lane is a number cruncher, but he's not without some heart or empathy.

And it isn’t until Roger goes, oh, it's that meeting, when Burt gets mad and he tells Lane, you're the dying empire, we're the future. And he storms out, where he proceeds to find Lane's assistant, Mr. Hooker, yelling, “Drop dead, you limey vulture!”

Which is pretty excellent.

Steve: I really do enjoy the little barbs that go between the Brits and the Americans here. To me, the writing really speaks to that fragility here in terms of Sterling Cooper is the one who got acquired. But really, at this point in the 1960s, the American empire is ascendant. You know, it's probably close to its peak power.

So the fact that there still seems to be this scratchy, itching, irritation vis a vis the mother country that Burt expresses in his personal frustration, I think is just delicious writing that's very fun to watch.

Jenna: And as Burt storms out of the office, the camera takes us to Harry, gossiping with Paul and Pete about taxes and the cuts. And in this environment, Hildy says to Pete, “Mr. Pryce wants to see you.”

She says it in front of the other guys.

And of course, he's nervous about his job, since Burt Peterson just got fired. So he tries to say, oh, oh, I'm at lunch.

And remember in the finale of last season, everyone was on edge about the Cuban Missile Crisis. And here we can see all of these job cuts being anxiety-inducing.

Steve: Yeah. And I love the way Vincent Kartheiser acts this conversion of Pete because he's in a sort of comfortable, safe state of mind. And then Hildy instantly shatters that.

And it's just really fun watching him in that scene make that physical change and realizes he's trapped. And then it's even funny the way both Paul and Harry basically tell him he won't be joining them for lunch because he's been called into the office of doom of Lane.

Jenna: So now that Burt Peterson has left the building - not quietly,

Mr. Hooker and Joan have a scene. And everything about this really magnifies her competence.

He is taking the opportunity to complain to her about his title. He should be called Mr. Hooker, not John. He's not a typist.

And he says, you Americans don't know how to handle your emotions. Which is kind of a fun dig, to your point earlier, but it's completely misapplied to Joan. She's totally cool and collected.

She explains if he had notified her that this was coming, the office drama about Burt Peterson's exit could have been avoided. And she's helpful and direct to him by saying this, but he thinks he knows better.

And I think she has a pretty good read on him. He's another man who needs to feel more important than the women in the office.

Steve: Yeah, Joan is pretty scorching in this scene. And for all his airs and his accent, you know, Mr. Hooker, I think, comes out looking the weaker for this interaction.

And again, they do this a lot in Mad Men writing. The comment is directed at the wrong person. So, like you mentioned, Joan is handling her emotions, and we've seen her handle her emotions again and again in all sorts of situations.

Burt has walked out the office and slid all the stuff off the desks in a rather explosive exit. But, you know, he's long gone when Hooker's making this statement to Joan, generalizing about Americans.

Jenna: And again, it's Roger coming in, and he didn't even remember that he was having the meeting, I think, that really turns the tide for Burt to get that upset in the first place. So whose fault is it really, exactly?

They haven't explained why they're doing all these cuts. So I think we can infer that PP&L are looking to cut costs, but it's not clear if the business is in trouble.

It's very clear from these small bits of conversation that there have been a lot of people losing their jobs in the company.

Steve: Yeah, there's a lot of fear. And I was just going to say about Roger Sterling, it seems to be another data point that suggests he's not taking things seriously.

He's not engaged, he's late. He forgot what the purpose of the meeting was. Really? Like, you're a partner in this business who needs to be leading by example. And it seems like he's almost a dilettante, and that's not who Roger Sterling is supposed to be. So I think it's a bad look for Roger.

Jenna: So Pete does go into Lane's office. He's nervous about keeping his job. He's fluttering around. He's making excuses for not seeing Lane socially.

And when Lane asks if something's wrong, Pete is direct:

I don't know. You just removed the head of my department and now you're offering me a chair.

And you can see Lane gets this immediately and he regrets the impression that he gave about that. So, again, Lane isn't some hard boiled, I'm trying to make you nervous kind of a person, in spite of some of the cuts and things that he's planning.

Steve: Yeah. But I think what it does convey to us is even if we say there was no bad intent in Lane, he's not trying to freak Pete out.

He's oblivious to it until it's brought up to him directly. So I think it tells us that there's an aspect around Lane that he's not cognizant of the emotional impact of these things.

And. And maybe that's a blind spot for him that we'll see in the future.

Jenna: That could be. But I also think it really reinforces his outsiderness. He doesn't quite know how things run around here, and we saw that with Duck. Again, not quite feeling like he's enmeshed in the system.

So even though Pete has all his Peteness, Pete is definitely part of the ecosystem, where Lane is still a little bit of an outsider, even though he's representing PP&L which is in charge.

Steve: Pete is the character I love to hate, and I just love the way Kartheiser plays his sycophantic, ingratiating, initial talk with Lane until he realizes this isn't what he fears it's about to become.

And again, just watching him go through those emotional states, until Lane gets to the point and says he wants him to be head of accounts. We can almost physically see the weight lifted off of Pete's head in this moment.

Jenna: Pete is stunned and he asks, is this really happening? I need to know i's certain.

Pete has a bad history with this job. He wanted it desperately enough to blackmail Don for it at the end of season one, and then Duck promised it to Pete at the end of season two, and then after Duck was pushed out, apparently Burt was given that role.

So we missed it, but we can infer that Pete probably had a giant temper tantrum over not being chosen then too. Especially because Don gave that non apology for running off in California, and then he told Pete that he thought he was ready and could handle the business.

So Pete has had multiple opportunities that he's wanted this job and not gotten it, and now Lane is handing it to him.

Steve: Yeah, and we can further, you know, reinforce how important it is to Pete because as he exits, he quickly goes into his office and does a funny little dance that both the director, Phil Abraham, and Matt Weiner both were referring to as the Grinch dance of triumph and pleasure that he got the job behind the closed door of his office, before he calls Trudy and and shares the good news.

Jenna: This dance is awkward and gleeful, and you almost never see Pete that happy, but he does manage to make it slightly sinister.

And we posted side by side photos of Pete Campbell and Tom Riddle on social media in season one. And there is a Voldemortian quality to Pete that just can't be denied.

It's so great because it's so uninhibited and it's real.

I don't know, maybe some people look cool when they get good news, and the rest of us just do stupid dances in our offices.

Steve: I also like the little production tidbit from the commentary that Vincent Kartheiser did five takes of the Grinch dance before they found the one they liked. So I just imagine them sitting there and saying, action. And he closes the door and does the dance, and then they do it again and again.

Because, like you say, all those emotions are wrapped up in it. There's a nerdiness, an awkwardness to it. There's an inappropriateness to it. So many pieces rolled up into this character that many of us love to loathe.

Jenna: Going back to this conversation with Lane and Pete quickly, there do seem to be some organizational questions. Duck was going to be president of the company, but Lane isn't that. And he's also not head of accounts. So we're wondering who is or will be the new Sterling Cooper president and exactly what Lane's role is if he's not head of accounts, but he's in Duck's old office.

Steve: Yeah, it's not clear. I think we're starting to see that Lane has certainly got his hands on the money bag. So, you know, that CFO type role seems to be definitely one of Lane's responsibilities.

Jenna: Pete makes his victory call to Trudy, who is hosting an appropriately posh group of women for a committee, and she is genuinely proud and gushing over his success.

Steve: Yeah. And when Pete says he's maybe should call his mother. I love the line that Trudy gives, and she says, don't go to the well. There's no water there.

And she's not saying it to put him down or to take a shot at his mother. You get the sense it's out of genuine compassion and concern for his emotional well being that this woman is not going to celebrate your success with you.

Jenna: Yes. And the fact that he even still wants her to be proud of him is telling.

And I agree with you. Trudy loves him. She doesn't want him to be hurt. And this little bit of dialogue is so important because we learn Trudy understands more about Pete's relationship with his parents, where I think earlier in their relationship, she assumed that they were loving and supportive in the same way hers were to her.

But now she. She knows better.

He does, but he still wants it to be different.

And Pete points out to Trudy, he didn't even ask Lane if he was getting a raise. He was too happy with the news. And I admit, I am a little bit happy for Pete here. He's wanted this for a long time.

Steve: I love the contrast of this scene to the following one where we have Ken joining Lane in the office for a very similar message.

But Ken's demeanor and the way he receives it is completely the opposite of Pete's. He makes himself comfortable, lights up a cigarette.

It's just such a stark contrast to Pete, and in which we, as the viewers find out, they're splitting the accounts and Ken's getting the other half of them. So they're going to be two heads of accounts.

Jenna: But Ken doesn't know that, and Pete doesn't know that. Before, we saw Lane being decent about letting Burt Peterson go. But by hiring Pete and Ken for the same position and not telling them about the other, Lane does seem more Machiavellian here.

Steve: Yeah, I think there's definitely that element to it. I just love how calm and confident Ken is, versus the nervousness and fear that we see, you know, evident on Pete's face.

Ken actually brings up the compensation. And Lane, you know, clarifies that he'll continue at 21k a year, but they will reevaluate at a later date.

And then one production note from Phil Abraham in the commentary, because it's essentially the same scene and they wanted to create a contrast. He flips the shots, and they're somewhat inverted so that we don't just get the same shot of Lane at the desk and the same shot of the person sitting in front of the desk.

And I think that further emphasizes this contrast between the way Pete and Ken receive very similar news.

Jenna: It's a great comparison.

We see Pete nervous about losing his job, apologetic for not inviting Lane to dinner, so stunned and needing confirmation of the news, and then thrilled.

And Ken is so much more easygoing. He's friendly, he's stable, he's happy with the news. He asks what it pays. He shakes Lane's hand.

These are two very different heads of accounts.

And this guy, this version of Ken, I think, is the one viewers remember more, this likable one instead of his awful moments in season one.

And we don't get to see Ken's happy dance. But somehow I feel certain it looks cooler than Pete's.

Steve: The next scene cuts to Don and Sal on a plane heading down to see London Fog in Baltimore.

They're dogging on a Fleischman's ad with a giant bottle of alcohol.

Jenna: Shelly, the flight attendant, is played by Sunny Mabry. You might recognize her from Cobra Kai, Hillbilly Elegy, or Gotham Knights.

She calls Don Mr. Hofstadt because Betty's brother put that on his suitcase.

Don goes along with it. Call me Bill. And Sal introduces himself as Sam.

They've slipped into being other people because of this suitcase, Weiner says. And we know they're both at ease with this because they do it every day.

Steve: Yeah. It seems Don Draper can turn this on with just the wink of an eye. And Sal follows his lead effortlessly.

We hear Shelly's Alabama accent quite strongly here, so I think we get that flavor of regionalism. She's not this New York type presence. She's from elsewhere. And she's very clearly interested in meeting up with them for dinner when it turns out they're sharing the same hotel.

Jenna: And Don does not seem especially interested in Shelly, even if she's very interested in him, as you point out. And earlier you've mentioned, he doesn't seem to go for young, naive women. That's not his brand.

And when we think about Midge and Rachel and Bobbie, they were all strong women, so Shelly seems a really unlikely match for him.

Steve: Yeah, but I wouldn't contrast Shelley necessarily as not being strong. Maybe we don't know how strong or weak she is, but the vibe I get is I don't see her as sophisticated.

And it seemed to me that there was a sophistication to Midge, Rachel, and, oh, gosh, I'm forgetting the third one.

Jenna: Bobbie.

Steve: Bobbie, yeah. Sophistication to those. And Shelly doesn't seem to be that. She seems to be the eye candy, you know, highly physically attractive. But we're not sure how smart she may or may not be.

Jenna: I think also she's predictable. You can see instantly who she is here. Whereas these other women have more complicated stories, and they are full, well developed people.

And Shelly seems to be very surface level. And again, that hasn't been something that Don has been drawn to. So I sort of wonder about that here.

Steve: Yeah. And I would also say I think the writers are tricking us a little bit in that they give her this regional accent, which is often associated with a lack of intelligence or sophistication, you know, unfairly, because there's really no basis to reach any sort of conclusion.

But we know how our society reacts to that, and there is a stereotype and a default setting that I think they want the viewer to fall for that.

Jenna: Stephen Colbert once said that in an interview - I think he's from South Carolina. And the interviewer said, it's a lovely accent. And Steven agreed.

And he said - he pointed that out. He said, what's the first thing they do in a cartoon character when they want to show the character is slow-witted? They give him a Southern drawl, right? And so that's an interesting bias that we have in our film and media.

Steve: From the airplane, we cut back to the elevator where Ken and Pete bump into each other and they're talking about Burt Peterson's departure.

And they're, they're very. Being very magnanimous to each other, very generous, you know, saying kind things. They each feel they have a secret that the other one doesn't know, but would be desperately interested to hear about.

And the irony that they've each got the same secret and the same mistaken assumption with their secret creates a nice bit of comedic irony in this scene.

Jenna: We also get our first truth call out in this episode. Pete says maybe now things will finally settle down. And Ken agrees, that's true.

Both of them can picture this smooth sailing going forward as each of them are the man in charge.

Except it won't be settled down, because they're about to have a bomb explode, on them at least.

Steve: Yeah, it creates a nice dramatic tension here because we, the viewers, know the secret. So it's a question of how is this going to be made clear to the two of them and how will they react?

Jenna: The next scene takes us to dinner. The airline pilot, two flight attendants, and Don and Sal are all dining together at Haussner's, which was a real Baltimore restaurant that opened in 1926 and closed in 1999.

In addition to crab cakes and strawberry pie, this restaurant was famous for its art collection.

And apparently the servers saved strings from napkins and tied them together and eventually it created an 850 pound ball of string that people used to take pictures of when they visited.

So in the course of this discussion, the pilot makes a dig at Don and Sal's supposed accountant jobs. And even though Don doesn't really seem interested in Shelly, he steps up with a pretense to defend his cool points here.

Steve: Yeah, and it's a pretty masterful little story he spins, because he takes what had been the put-down of a boring accountant and turns it into they're some sort of G-men chasing down the missing money from Jimmy Hoffa's disappearance.

And then when he's got his audience around the table, hooked and fascinated by something that now suddenly seems exotic and exciting and interesting, then he pours cold water on it.

And when they say, so, you're G-men? And he says, no, we're just accountants.

So I think it really emphasizes his power with words. And his ability to manipulate the assumptions and conceits of other people and to sort of manipulate them in the palm of his hand.

Jenna: And it's also interesting to note that Sal is not as comfortable coming up with this lie as Don is. Don is very at ease with it and Sal plays along and he's pretty good, but Don is the master here. And that's an interesting thing when we know the secrets that both of them are carrying as well.

Steve: Yeah, clearly Sal is following Don's lead in this scene.

Again, there's a lot of comedic enjoyment because of we know the reality, but we can see how the characters are being misled.

Jenna: Shelly talks about traveling around and says she'd always rather be in New York.

And Don replies, I don't know, I keep going to a lot of places and ending up somewhere I've already been.

Which is, of course, exactly what is happening with Shelley that evening. Don has definitely been here before.

Steve: I would have to think Shelly's been here before too, because I feel when he says that line to her, I feel a flash of recognition goes across her face. You know, they both know what they're talking about.

Jenna: Oh, I think she feels rejection. I think she's been pushing hard for this. And I think she understands what he's saying is this isn't special.

Steve: Agreed. But that's the recognition. I think she feels like. I think she's. She's done this before as well. And this isn't what she wants to hear from somebody that she is interested in hooking up with.

Jenna: I didn't get that vibe from her that she was quite that worldly.

It's not impossible. But what I caught was in the commentary, Weiner talks about how, oh, look at their drunkenness and them portraying it.

And again, I'm just like, no, Shelly is faking that.

Because as we see, the elevator stops at Don's floor and Shelly has all these thin excuses to stay with him. She wants to see if this floor is like hers and she stumbles as if she's too drunk to stand without holding his arm.

And it's just a put on excuse to go with him until finally she kisses him in the hall and he doesn't kiss back. And she says she's engaged and he might be her last chance.

It's not maybe that she's never done this before, but I certainly didn't think that she was quite the Don Draper level.

And he has this really sad, depressing line. He says, I've been married a long time. You get plenty of chances.

Steve: That really is a devastating line. And this might sound nitpicky.

I don't know that she isn't buzzed from the alcohol, but I agree with you. She's definitely giving in to that buzziness and letting that edge come off. How much of it is a put on? How much is she legitimately buzzed?

Getting back to Don's line, it is such a depressing line, especially when we open the episode with him nurturing and caring for his very pregnant wife.

Jenna: Yes, he could think of his pregnant wife and take his leave here, but he doesn't.

He whispers that it's his birthday. His real, actual Dick Whitman birthday is whatever mystery day in April this is, but it isn't celebrated and it probably wasn't when he was little.

And this kind of makes sense that it triggered the not-exactly-flashback thinking at the beginning of the episode, reflecting back on his birth as he was preparing milk for Betty.

And spoiler just ahead. So pause if you're not wanting to get spoiled. But I would really like Mad Men fans to just note this moment: he's standing in a hallway whispering to a flight attendant that it's his birthday.

But later, in the suitcase episode, he yells at Peggy, she's too old for birthdays. So we'll get to that.

Next, we see Sal exhausted in his own hotel room, loosening his tie and calling the desk to complain that the air conditioning in his room needs fixing.

So you think that this is just a contrast, that here's Don with Shelly in the hallway, and here's Sal by himself, tired and ready to just turn in for a good night of sleep.

Steve: Let's see how that plays out.

We cut to Don and Shelly in the room. Now it's clear that they are proceeding down this path. I guess the first question that I have is, why does Don engage in this with Shelly? What. What do you think his motives are in this moment?

Jenna: Well, I think it is just the obvious. It feels like it's a habit to me. And we haven't seen Don quite this way with a woman before.

So Shelly is putting on a show and he directs her how to take off her clothes, in what order.

And Weiner says in the commentary that it's a power dynamic and Shelly wanted all of this. She flirted with him on the plane and insisted that they have dinner together and followed him up to his room.

But she doesn't really have confidence. She's uncertain.

So again, earlier I said strength, you said sophistication.

She just. The lack of confidence suggests to me that, even though she's very pretty. I mean, she's standing in front of him and asks if he likes her and she says, everyone asks if I was a model, but I wasn't.

And Don doesn't seem to have respect for her, or even like with Joy, curiosity about her. She's just there.

I don't get the sense that he would have pursued her had she not been so pressing. He doesn't really seem that into her.

Steve: Yeah, I agree. It feels to me like he's going along with it.

But if she hadn't pursued him, then nothing would have happened and he would have been fine with that. I agree. I think it's just a physical dalliance that doesn't have any great meaning to Don Draper.

And again, I think it's all the more crushing for the assessment of his character that, you know, not only is he having the full on affairs with people that, you know, we speculate what are they giving him that he can't get through his marriage, or that he's seeking out that's not being provided by his marriage.

In, in this case, this just seems a typical shallow sort of physical dalliance that, that he's going to engage in. And as you mentioned, he's engaged in it many times in the past.

Jenna: But he's also said no, typically when it's this kind of thing, remember with Mirabel and Eleanor. And he said, you're selling too hard.

Shelly was selling too hard. But here he said yes. So I don't know if it's his birthday and he feels uncelebrated. I don't know what he's really getting out of this, though.It doesn't seem like it's that fulfilling. It seems more like a bad habit that he can't shake.

Steve: If we go back to The Jet Set with Joy, I think there's some parallels there as well, aren't there? I mean, Joy is very young, she's not possessive. We see her sex appeal to Don Draper, but I wouldn't say that Joy necessarily ticks the box of sophistication, yet he indulges for a lost weekend with her.

Jenna: But she's part of this collective life that intrigues him, at least. He's never seen anybody who operates like Joy. He's seen a thousand of Shelly. So I think there is a distinction there.

Back in Sal's hotel room, the guy who comes to help with the AC is the bellhop. Sal reaches for his money clip to tip him and the other man's shoes come into frame. He's right in Sal's face.

They kiss and Sal looks shocked. And then he reciprocates.

The elevator guy is pushing Sal back onto the bed as they kiss. And it's very similar to how Shelly pushes Don back onto his.

And I get the sense this might be Sal's first time with a guy, even though he said in season one he's thought about it a lot.

Steve: Yeah, I get the same vibe as well. And just the way Bryan Batt plays the scene, there's just - he does such a great job of conveying this excitement, this stimulation, but also simultaneously, I think, hesitation, fear, apprehension, all wrapped up in this explosive combination.

Even just the exploding fountain pen in Sal's pocket, I think is just a perfect little touch.

And just from the production side, that downwards looking shot as Sal is counting out a tip and the bellhop appears in frame too close, directly in front of him. It's just so masterfully done. And I think the visual is so striking about where we're about to embark in the scene.

Jenna: So it's interesting that these two strangers have really taken the lead with Don and with Sal.

They feel, I think, that they have some semblance of power, because they're living these secret double lives in their different ways.

And yet here are these people who intrude on them because they don't have maybe the strongest sense of self.

So when somebody approaches them, not that, you know, not that Don was overpowered, I don't mean that. And not that Sal didn't have any agency, but it's just interesting how their defenses can be broken down because they're not really sure who they are or who they should be in a given moment.

Steve: Yeah. And the bellhop really comes across as the aggressor in this scene. He's the one driving it. He's pushing the pace of what's going to happen.

And I see Sal as being that sort of mixed up confusion of emotions and excitement and eagerness and hesitation. But it is the bellhop who's driving the car.

Jenna: The fire alarm goes off and we see Sal look really disappointed.

Back in Don's room, he's all business. He gets out by the fire escape. He snaps his fingers at Shelly. It's not very romantic, but, you know, they're getting out of there.

And on his way down, he catches a glimpse of Sal in the window. And he knocks on the window to get him out of the building.

And then he sees the other man dressing in the room with Sal.

Steve: Yeah. And the stricken look on Bryan Batt’s face in this scene. Again, I just. Some of the acting in the scene is so amazing, and I think he just nails it there. It's this stricken, almost sick look as he realizes, you know, this thing that didn't even happen is now known to Don Draper.

Jenna: So now there's a big crowd outside in the parking lot around the hotel. Fire trucks are arriving.

Sal is sneaking glances at Don standing with Shelly. And he's a married man, and he can stand next to this woman without any kind of shame or fear. And Sal is standing there alone. And we also see Don looking over at Sal.

It's hard to know what Don is thinking about this, except it really does seem like it's a surprise to him that Don did not know this or expect this.

Steve: I definitely sense that. I'm trying to remember what I thought the first time I saw this, you know, before you sort of know how Don's going to land on this.

Jenna: I feel like this news would be a little less shocking to Don Draper. He's so handsome himself that men must have shown interest in him before.

And we saw that just last season with Joy's father expressing his handsomeness and possibly more interest.

Steve: Yeah, he. He is, I think, very experienced sexually.

I also think he. He feels very secure and settled in his own sexuality,

so I don't think he would perceive the interests of others as being threatening to him in any way. I don't get the sense that Don Draper has. Has a lot of insecurities around his orientation.

Jenna: So this episode is doing a lot of work to check in with all of these characters. And we can see it in these scenes outside of Don's trip with Sal.

We get Peggy greeting Joan in the lobby by complaining about her secretary. And Joan won't listen to it. She goes, I'm not at work yet.

And then we find out that the office has a nickname for John Hooker. Peggy calls him Moneypenny. And Joan goes, he hates that.

So we're getting a lot of information from this scene: Peggy likes to complain about people who don't do their work. We can start tracking this - it's going to be even more common in the future.

And you would think that Joan would agree with. But. But instead of that, she. I mean, she could go, yeah, this. This guy was stupid about Burt Peterson. Or she could agree with how Lola is irresponsible to be late, but she defends them both.

And then she also says she's glad that she's going to be out of the office, presumably because she's married and she no longer needs to work. So Joan is on the way out the door, which is a lot of transition work in a very short space of time.

Steve: Yeah. And just the coldness and distance she maintains with Peggy here, because it feels to me like Peggy is trying to confide a bit and relate with Joan about what's going on in the office, and Joan is just giving her the hand in this scene.

Jenna: I think, as audience members, we really do kind of want Peggy and Joan to go in the closet and complain about everybody together.

And I would really love to see more of those scenes. And we really don't get them very often.

I'm not sure why the writers deprive us of it, but I really kind of wish they would indulge it a little bit. And here is no exception.

Steve: And speaking of another little scene which conveys a bunch in a very brief amount of time, Pete arrives in the office, and Hildy congratulates him and notifies him that there's a meeting for the heads of accounts. Plural.

And Pete goes from probably being rather complacent to: What are you talking about? He snaps at Hildy.

Jenna: Yeah, naturally, when Pete finds out Ken is sharing his new job, he's mature about it.

Oh, wait, no.

So now Don and Sal are meeting with the London Fog people.

There's definitely a theme in Mad Men with younger generations seeing the need for change in business. And we see that with the London Fog family here.

Also, we saw it with Lucky Strike when Lee Garner Jr. didn't know how the cigarettes were made. Or with Rachel modernizing Menken’s.

And in this case, the father is resisting the son's idea that they should expand and sell more types of things.

And we know that Don prefers one ad campaign to an array of possibilities, so he is aligned with the more traditional side here. Do one thing well.

And for all his talk about moving forward, as Rachel pointed out, he's really running away, running away from his past. But he does seem resistant and uncomfortable with the future and change. So it's like he expects the rest of the world to stand still and be stagnant while he grows and experiences things.

And Sal echoes this fear for the future with a quote from Balzac. He says, our worst fears lie in anticipation. And of course, we know Sal has something to fear, anticipating how Don might use what he knows about Sal.

Steve: Yeah, we. We definitely see that parallel with Sal's personal situation at that moment.

But then I think we see at the end of the scene, Don Draper's back. You know the head of creative, and he's going to reassure this client. There'll be lean years, there'll be fat years, but it's always going to rain.

And London Fog has this corner on the American raincoat market and a known brand, so they've got this foundation upon which to succeed and survive.

Jenna: Yes. Don is trying to convince them that whatever they're doing is okay. It's almost like taking advice from an ad man might not be the most savvy choice all the time.

And there's a truth call out here when Don makes that pitch to reassure the London Fog people about business may vary, but it is going to rain. And Sal supports him: That's true.

So that's what Sal is bringing to the table. He's another voice convincing them that what they're doing is okay.

Steve: And in his commentary, Matt Weiner talks about how a good pitch brushes up against the truth, but it has to be have some connection in relation to the truth, otherwise it becomes disconnected.

And I think they're very careful to make sure Don's pitches always have that touchstone with the truth. But you can't just shoot off randomly. You've got to keep that connection.

We have the meeting with the heads of accounts and they're dividing up all the accounts. So we've got Ken and Pete. And then it looks that Harry and Lane have worked together to divide them all up.

And just the study and contrast between Pete and and Ken is so delicious in this scene, as we see, Ken seems confident, content,

happy to get his half of the pie, and Pete is only thinking about the half of the pie he didn't get, that he thought he was going to get.

Jenna: We also haven't seen any contact between Pete and Peggy in this episode to know what their relationship is like after their critical scene together in the season two finale when he confessed his love for her and she told him about the baby.

He makes a single comment in this meeting about Peggy's creative mark on so many accounts, saying she's all over the place.

And Joan replies, you know that's not true.

It feels more like Joan is trying to hold on to decorum in this episode more than she's truly interested in defending anyone, even though we see a lot of it from her in this episode.

And we also get a glimpse of Harry's growing power. He and Lane decided who would get which account. And you can see that Pete is not only irritated by Ken, he is irritated by Harry's ascent in the company, too.

Steve: It's really the whole world that has treated Pete unfairly.

Jenna: Lane mentions that if either Ken or Pete distinguishes themselves, it would be easier that way. Like it's a contest.

Steve: Yeah. And there's that Machiavellian vibe that you mentioned earlier, that maybe he's not looking to make them insecure and undermine them. But let's be clear. There is a competition here, and at some point, someone's going to prevail.

Jenna: On the way out of this meeting, Ken and Pete have vastly different reactions. Ken is truly excited about the opportunity, while Pete is letting out his irritation that he didn't get the full job.

And Ken says, they want us to hate each other. I refuse to participate in that. He reads the situation, and he's a much more positive person.

And all Pete sees is gamesmanship. Very nice, Pete shoots back.

And then he spews this sarcasm, and Ken looks really confused and walks away. He's truly refusing to participate in Pete's pity party or being Pete's punching bag.

Steve: Yeah, I think it's really a great illustration of how two people in the exact same circumstance can interpret it and react to it in completely different ways that are wholly contingent upon their own internal filters and mindset because their circumstances are identical.

And we've got one who is just snarling and snapping and lashing out in all directions. And then we've got the other one who's focused completely on the glass being half full and not giving into any of those negative vibes.

Jenna: You can understand them feeling competitive or even disappointed about sharing a job that was previously given to one person, I think.

But the fact that Ken is excited and positive is infinitely more likable than Pete's constant petulance and the scorekeeping he does. It's. It's very commonplace. I mean, he spends his life thinking, I deserve it more than that person, but what an exhausting, miserable mentality.

Steve: I don't feel sympathetic to Pete. I think it's a plastic prison of his own construction. And if he wants to take this as a glass half empty and be toxic about it, he's free to do that.

But it's a choice he's making, and especially in the contrast to Ken's choice. Again, I'm hostile to Pete as a character, and this reinforces that for me.

Jenna: Next we see Sal and Don on the plane home,

and in contrast to the flight out where they were joking about the magazine ad together, they're silent. Don is sleeping and Sal looks nervous.

Steve: Don tells Sal that he has a question and he needs Sal to be completely honest. And the dramatic tension here is super high because we know now Don is going to confront Sal about what he saw in the hotel room.

And this is going to be the moment of truth. Is Sal's career over here?

Is Don hostile to him? Where do they land? And we've seen plenty of homophobia from the other characters earlier in season two, so we feel Sal's nervousness.

And again, I think Bryan Batt's face here is just perfect as he steadies himself and silently nods that he's consented to give Don the truth for this awful personal question that's inevitably going to come.

Jenna: And then what Don says is an ad idea for London Fog.

He says a girl is wearing a coat back to the audience flashing a passerby. And the line will be, limit your exposure. This seems to be like a pretty risque ad idea for the times, I have to say.

And Weiner says that this ad idea is a warning to Sal to keep his secret close. And that's certainly how Don operates with his own secrets. And Sal nods, and he looks relieved that their relationship will seem to go on as it ever was.

Steve: Yeah, we can see the weight come off of Sal's mind here in that Don Draper is agreeing not to speak about the personal secret he knows.

It's just such a great scene because I think it reinforces Don Draper being about the creative, but also this subtle wink and a nod that he sees no need to bring up Sal's personal life. And I think the unstated requirement here is as long as that personal life doesn't intrude into the office space.

Jenna: Back at the office space, Joan comes up with the idea of having an empty office for visitors and that Mr. Hooker can be in it when it's not in use. And she also suggests he can have his own secretary.

And this completely feels like she's managing him because she knows he's feeling put out. He does seem very pleased to get a little more power and status.

I do not know why I love this detail so much, but I really do:

He says, Did Mr. Peterson take the ant farm? And Joan goes, no, it's actually Mr. Cooper's. It just lives there.

So, like, the copier went to Peggy's office. This guy is going to have to deal with the ant farm, and it's just not the prestige fest that he dreamed of. But it will do.

Steve: Yeah. And Matt Weiner in the commentary says, you know, Joan is not laying any sort of a trap here for John Hooker.

So it just seems an example of Joan being a smart professional who's trying to get along and have the office function as smoothly as possible as office manager.

Jenna: Across the office, Trudy stops by to congratulate Pete with a pen set, and he is full on pouting. And when he says, Kenny Cosgrove and I are sharing it, he pronounces the word “sharing” like it is the most vile verb in existence.

Steve: Yeah. And in Matt Weiner's commentary, he talks about there's a bit of Pete's hair that's sort of out of place, and they call it the Hitler hair, because if you imagine sort of, you know, Hitler, when he gets all animated in his speeches, his hair would become a little messy.

And Pete's got that little flop of Hitler hair moving here in his emotional tirade. And as you mentioned, he's having a temper tantrum. And here is loving Trudy, who's come here to celebrate his triumph, and suddenly she's now trying to do damage control and pick her man off the ground for his emotional state.

Jenna: She is essentially saying something very similar to what Jennifer told Harry last season, which was, I didn't know this was about you feeling sorry for yourself.

But Trudy manages Pete so much better.

He's complaining and he goes, why can't I get anything good all at once?

And she's so pragmatic and. And she is ambitious for him. Like, she really believes in him. And she says, they do not want to hear your outrage. They want you to beat Ken.

She really builds him up. She encourages him. She tells him, you know, it's your choice. But she also gives him a clear strategy for moving forward.

So I think you have to respect Trudy here for being kind and sympathetic, genuinely happy for him and his happiness, genuinely supportive for him in his down times, which are many.

And. And also instantly seeing, like, this is what you need to do.

Steve: Well, and just her psychological read of him because she says, you're like my father. And Pete knows she loves her father.

You know, an ambitious man is never happy with what he has. So she's even spinning his little temper tantrum into something about, oh, his endless quest for achievement and glory and the rest.

And it's like, okay, that. That's not untrue, but it's probably the most favorable spin you can put on it. And as well, as you point out, it's funny to me that Trudy is the one who's looking at this objectively, from a professional standpoint of saying they want to see who's the best of you two.

And you need to triumph if you want to get the head of accounts job, you know, uniquely for your own. He's so busy feeling sorry for himself that he hasn't even come around yet to assessing the business problem he needs to solve here, which is outperform Ken, and the job would be yours.

We've seen so much of Pete in this episode going through this emotional roller coaster, and here we see him at the lowest ebb.

Jenna: So the office guys are catching up with Sal about his trip, and he describes it as just two old married men. It's interesting. He will not give up any gossip about himself or about Don.

But when asked for the casting what the guy in the ad should look like, Sal answers, handsome.

He's still himself in there. I wonder if being seen or exposed isn't always bad, because Sal hasn't shared that part of himself with almost anybody.

So maybe there's something a little bit validating about being seen.

Steve: Yeah, it's hard to say. And we didn't really get into why do we think Don Draper is not interested or making an issue of Sal's orientation?

Jenna: I wonder if it's interesting to him. First of all, because he has plenty of his own secrets.

It doesn't hurt the business. So it's not practical, really, to give it more attention than it's due.

And I think he realizes that this has been Sal's truth all along. It hasn't changed anything. Maybe Don has learned a little bit from Bert Cooper about how to handle this.

Steve: Yeah, that's interesting. I was thinking, getting back to our earlier comments, Don grows up around prostitutes, so I think he's seen all sorts of sexual behavior.

And as I think you were alluding to, I think he's very comfortable with it. He knows where he stands. He knows the preferences of others, and I can't imagine any of it is shocking or disturbing to him. It's the water he swims in.

So I think Sal's fortunate that Don Draper is that way, because we've seen the attitudes of some of the others where they're much more closed and threatened by anything that deviates from what they perceive as normal. You just get the sense that this isn't a matter of concern for Don.

Jenna: So now we're catching up more with the Roger, Bert, and Don side of things. We get a couple of quick lines about how Cosgrove versus Campbell is Darwinian.

And Roger has this amazing line. Roger says of Lane, I told him it was a stupid idea, but they don't always get our inflection.

Steve: Okay. I just love that line. I think it's so funny and understated,

and I think it simultaneously draws a division there between the Brits and the Americans, who are the ones who are subtle and use inflection. It's the Brits, right? The Americans are in your face and expressive, and the Brits are subtle and sophisticated. So it's just such a great play in the writing right there.

Jenna: Pete appears in Don's office, and you can see he's ready to complain. But then he sees Roger and changes tactics, and he thanks them for the opportunity after all.

I thought it was curious that he sees Don as a person he can discuss his discontent with and then changes tactics in front of Roger.

And they know he hates this; they just said it was Darwinian.

Pete is still learning how to be a grownup.

Steve: I do get the sense that this is the Americans circling the wagons a little bit here together, and just in a new world where everything's going to change under British rule.

They're sort of in the same boat and they're commiserating a little bit with each other.

Jenna: Yes. When Bert comes in, he mentions a campaign possibility for Penn Station, and he says, despite life under British rule, we still have a real Yankee. And he means Pete by that.

And Weiner in his commentary says that Bert is already tired of the Brits. It's been six months.

Steve: Yeah. And remember, at the time of the merger acquisition,

Bert commented, you can never trust the Brits. He was always more lukewarm to it, even though it made financial sense. I always got the sense that professionally this wasn't going to move the ball forward for Bert in any tangible way.

Jenna: And then we see Lane and John Hooker drinking tea, very British, in Burt Peterson's old office.

And Lane references the ant farm. It does, again, seem like a really funny quirk someone like Cooper might maintain in an office.

Of course, it's also symbolic of all these ants like Pete and Harry and John Hooker and Peggy carrying weight within a busy system, then scurrying around completing various tasks within a defined hierarchy.

John Hooker tells Lane it was his idea to have an office for visitors, even though it was Joan’s.

And here, Lane shows some of his savvy awareness of optics of this idea. He says, they've just made a lot of cuts to the American staff.

So the secretary claiming the office is like going through their pockets and John should sit up front.

Steve: Lane says, yeah, and John is not going to push back. And he immediately subordinates himself and says it was presumptuous of him to do that.

Jenna: And as you pointed out, I really did get the sense that Joan was trying to throw him a bone when he mentioned that he was feeling slighted. And it's Lane here who crushes his hopes.

Steve: Yeah, and I detect a coldness between Lane and John. You know, they're both there, they're the two Brits, they're having tea together, but you don't get any sense of personal warmth or friendship between the two of them.

Jenna: And John says this place is a gynocracy, meaning a place where women have power and influence.

Lane says, I hadn't noticed.

And I think that Joan and Peggy and even the queen ant would tell John Hooker that any power and influence has been hard won.

But also, in an ant farm, there is one queen and everything falls apart without her. If we are talking about Joan and Sterling Cooper, this is a pretty big deal, because we know that Joan is planning to leave the company.

And I'm not sure if anybody really realizes how much Joan contributes to this whole system. So it's interesting that maybe this obsequious British secretary is the one who really gets that.

Steve: I think about this comment in the light of Trudy and Pete in this episode where Pete's, you know, emotionally bouncing around in all directions and Trudy is the one who feels grounded and has her eyes on the prize.

So at the end of the episode, when Pete comes into Don's office and talks about, you know, doing his best and putting on a good face, that's exactly the advice that Trudy had given him and that he hadn't been able to reach without her.

And now he's come around. So I was just thinking it. It's another case, it seems almost where the failings of the men create a vacuum or a need for the women to step up and get them sorted out in a good way,

it feels to me almost that if the men were better, then the women wouldn't have to step up and fix things for them all the time.

So I wonder if it's meant as a criticism of the shortcomings of the men.

Jenna: At home that night, Don's family is in Don and Betty's bedroom and Sally apologizes to Don for breaking his suitcase. She did it because she didn't want him to go away.

He tells her he will always come home. And he kisses her head.

And Sally starts unpacking his suitcase and discovers a stick pin of wings like a flight attendant might wear and asks if those are for her, he hesitates just a second before agreeing, Yes.

And then he watches his wife pin a stick pin on his daughter that belonged to another woman he just slept with the night before.

Steve: Yeah, it's a rough scene. And I feel that we see the look of guilt on Jon Hamm's face. He's confronted by his behaviors in the recent past.

There's also that comment where Don says, I don't sleep well when I'm not here to Betty. And it's like, maybe you don't sleep well because you've got a flight attendant in the bed with you.

We know about the non birthday celebration because no one knows when Dick Whitman's real birthday is. But all that seems to wrap in here with his infidelity to his wife and then his daughter wearing the wings of the flight attendant he slept with.

Jenna: Sally is so often a reminder to Don of how he's not very true to the person he's trying to be. She was that to him in the Maidenform episode with a veteran recognition.

And also when she said she wouldn't talk and bother him while he was shaving after he demanded that Bobbie Barrett stop talking when he was with her.

And now she wears this pin, beaming with this gift from her father. Except it isn't.

Remember when Peggy's advertising idea for Mohawk Airlines was, what did you bring me, Daddy?

I mean, he did come home, I guess, but he was not thinking about bringing Sally something. So all of this is just a reminder that he's not that guy.

Steve: Yeah. And even just the guilt he feels. Okay, so you feel guilt, but what are you willing to stop doing or start doing in reaction to it? Because just having some aspirational ideal of who you want to be with no effort, you know, it's like saying, I want to lose weight, but I'm not going to eat less and I'm not going to exercise. And it's like, do you really want to lose weight, then?

Jenna: Sally snuggles between her parents and looks at her mother's belly. Was I really in there? She's asking doubtfully. And she says, tell me about the day I was born.

Which of course, is an echo of Don thinking about his own birthday.

And Don starts to tell the story and he falters a little bit.

And I think it's very kind - Betty looks at him and reads him as not able to continue. So she carries the story forward and she says, he took my suitcase, which we keep having as a symbol, and my little stuffed Eeyore that I knew I was going to give you. There was a gift for Sally in Betty's suitcase, just not in Don's.

The closing song was written by David Carbonara, and the fiddle folk music sound takes us back to Don's early life, away from his present.

In this season premiere, we don't get very much of Peggy, Roger or Joan, but there is a lot of setup with some good story.

Pete continues to be a power crazy penguin, but he's ascending in the company. And we see Betty's pregnancy evolving, and she has recommitted to her marriage and family life, since Don seems to want to do the same.

And we get more details about Dick Whitman's origin story, and in spite of his seeming devotion to Betty, he hasn't changed his cheating ways.

We don't know if Shelly was the first or the 15th in the last six months, but he's at it again.

Steve: I will say this is only my first rewatch or second watching of the series and in my mind Roger is a much bigger, more active character to this point.

So I'm a little surprised at how few scenes there are with Roger as a prominent player and just how much he stuck out in my memory from my first watch through. And now going through it again. It's much less Roger than I recall having seen.

Jenna: We'd like to give a listener shout out to Esty 1943 for your positive review of our show on Apple Podcasts. Thank you so much for rewatching with us.

Steve: That's it for this episode of all things Mad Men, from Chip and Dip to Zou Bisou. Visit our website, Mad Men C to Z dot com to vote for your favorite Sterling lines and to share your opinions on our Double Dip questions for each episode.

Jenna: You can find us on Instagram and YouTube at Mad Men C to Z, and please listen, like, and subscribe. That's what the podcast's for!

Steve: Thanks for listening, everybody.