Re-watching ‘Mad Men’: S3/Ep13, “Shut the Door. Have a Seat”

This is how you reinvent a television show in one episode. The conclusion of Season 3 brings us to the conclusion of “Mad Men” as we’ve known it, and sets the stage for the show’s latter half. By the time the credits roll on this spectacular outing, Sterling Cooper is no more; same can be said for the Draper marriage. And yet, with all those changes, the band is still playing on. Don, Peggy, Pete, Roger, Joan, Harry, Bert, and Lane are striking out on their own, and they do so in fantastic fashion. Every single scene in this episode is a home run; yes, every one. They deliver payoffs that have been building over the course of three seasons, almost all involving the relationships in Don’s life, be they personal or professional (or, in some cases, a mix of both).

Best Scene: This one comes right off the bat and sets the whole episode in motion. Conrad Hilton summons Don to his hotel suite to inform Don that Sterling Cooper is being sold yet again, which means he can’t work with Don anymore. I’ve watched this one scene at least a dozen times, and each viewing I seem to take something new or different away from it. This time around, I see Hilton’s side; Don does take the end of this relationship too personally, probably because he’s just gone through hell in his own family. Either way, it’s the kick Don needs to wake up, sparking him to take back control of his own life and career after a year spent twisting in other people’s winds. It’s also the end of a remarkable story arc for this season, and maybe my favorite secondary character in the entire series.

Favorite Tiny Moments:

• Joan walks back into the office.

• Kinsey realizes he wasn’t chosen—but Peggy was.

Best Lines: Hilton to Don: “You know, I got everything I have on my own. It’s made me immune to those who complain and cry because they can’t. I didn’t take you for one of them, Don. Are you?”

Bert: “Young men love risk, because they can’t imagine the consequences.” Don: “And you old men love building golden tombs and sealing the rest of us in with you. … I’m sick of being batted around like a ping-pong ball. Who the hell is in charge? A bunch of accountants trying to figure out how to make a dollar into a dollar-ten? I wanna work. I wanna build something of my own.”

Peggy to Don: “I don’t want to make a career out of being there so you can kick me when you fail.”

Don to Peggy (later in the episode): “There are people out there who buy things. And something happened. Something terrible. And the way that they saw themselves is gone. And nobody understands that. But you do. And that’s very valuable. … With you or without you, I’m moving on, and I don’t know if I can do it alone. Will you help me?”

Grade: A+

Re-watching ‘Mad Men’: S3/Ep12, “The Grown-Ups”

This is my favorite type of “Mad Men” episode, and it’s also the type I feel Weiner & Co. do best. “The Grown-Ups” is built around the Kennedy assassination. It doesn’t start there, though; like any national tragedy, this one seems to come out of nowhere, while people are going about their lives, minding their own business. Here the Sterlings are planning a wedding, Pete finds out he’s being passed over for Ken, and Don and Betty are trying to figure out what to do with a marriage that was shattered in the previous episode. All of these groups of people react to the tragedy in their own way, and Weiner allows us the time and contemplation to see all those perspectives. I’ve been told by people who would know that the Kennedy assassination was the first national tragedy in U.S. history to be played out on television; Weiner captures that essence perfectly. “The Grown-Ups” unfolds almost like a history lesson, taking us along with these characters through that horrible weekend in 1963.

Best Scene: The ironic thing about “The Grown-Ups” is there isn’t one particular scene that stands out among the rest; once the assassination happens, it’s basically all great from there. I’ll go with the phone conversation between Roger and Joan following Margaret’s wedding. Roger has been the pillar of positivity all day, pulling his guests through the nuptials by sheer force of will. But Joan, the woman who perhaps knows him best, sizes him up and also gives him some peace of mind in just a few short lines.

Best Line: Betty, after seeing Oswald shot to death live on television, stands up and yells (at no one in particular): “WHAT IS GOING ON?” The desperation and helplessness in her voice speaks volumes for how we all feel at times like this. Like, say, Sept. 11, 2001.

Grade: A

Re-watching ‘Mad Men’: S3/Ep11, “The Gypsy and the Hobo”

Nearly three seasons of storytelling come to a head in this episode when Betty confronts Don about his past. Finally, everything is laid out in the open between the two of them (OK, well, most everything), and by the end of the episode we’re left wondering what will happen to their relationship: Can Betty forgive and move on (as her lawyer advises), or not? Meanwhile, the first half of the episode is focused on Roger, who encounters two lost loves from his life—one recent (Joan, looking for a job) and one from his youth. The scenes with Roger are wonderful and add depth to his character, but they get blown away by the action in the Draper home. And, oh yeah, Joan’s oaf of a husband joins the Army so he can stay in medicine.

Best Scene: Betty’s confrontation with Don spans 13 consecutive minutes at the heart of the episode. Broken into three parts (the office, the kitchen, and the bedroom), it is without question one of the best, most intense sequences in the entire series. There is so much packed into these segments, I could write a dissertation on them alone (someone probably already has). The writing, acting, and direction are impeccable. It’s useless to try and capture all of the greatness here, so I just want to point out a few tiny details:

• Watch how Betty treats Don’s shoebox of mementos; she slings it around the kitchen like trash—the same way Don himself was treated as a child.

• Even when he’s at his lowest and his cards are literally all out on the table, Don still can’t be completely honest with Betty. He tells her the Army “made a mistake” when they switched his name with the real Donald Draper, but we know that’s not true—he took Draper’s dogtags before the medics arrived. He chose. He acted. It wasn’t an accident.

• This is a good scene to return to if you ever need the Cliff’s Notes version of Dick/Don’s history.

Best Line: Betty to Don: “Are you thinking of what to say, or are you just looking at that door?”

Grade: A

Re-watching ‘Mad Men’: S3/Ep10, “The Color Blue”

There’s one major event that happens in this episode: Betty finds the keys to Don’s locked desk door in his home office. She opens it and rifles through the contents of his shoebox, finding the only documents in the world that connect the dots between Dick Whitman and Don Draper. The rest of this installment is basically window dressing. There’s some stuff about Kinsey and Peggy vying for Don’s praise, the agency is throwing a 40^th anniversary party, and Don meets the schoolteacher’s brother (which gives him flashbacks to Season 1 and his brother, Adam). The other notable item is Lane is told PP&L is putting Sterling Cooper up for sale, which will set the rest of the season into motion. That summarizes the entire episode: It’s basically a setup for bigger and better ones to come.

Best Scene: Toward the end of the episode, Peggy and Kinsey have to meet with Don about Western Union. Kinsey’s lost his great idea, but right there in the room Peggy improvises and comes up with the campaign spontaneously. Kinsey is left in shock; it’s the moment he realizes Peggy really is better at this than him. A lot better.

Best Line: Bert: “40 would be an insignificant year, were it not the average lifespan of a man in this business.”

Grade: C+

Re-watching ‘Mad Men’: S3/Ep9, “Wee Small Hours”

This episode focuses on the unmentionables, and what people try and hide from one another. It breaks down into three story arcs: Lee Garner Jr. makes a pass at Sal, which Sal rejects and eventually leads to him abruptly leaving Sterling Cooper; Betty ramps up her flirtations with Henry Francis, only to ultimately reject him; and Don and Conrad Hilton draw closer together in a father/son relationship, which makes Hilton’s rejection of Don’s proposed campaign all the more painful for Don. Roger accuses Don of being in over his head, so Don seeks solace in the only way he’s ever known: the bed of another woman.

Best Scenes: Hilton appears in three scenes, spread throughout the episode, that tell his own little story arc within the broader framework of the show. The first scene opens the show, with Hilton calling Don in the middle of the night and sharing some ideas with him. The second scene is also at night, when he summons Don back to NYC for a drink; here he speaks to Don on a personal level, calling him more than a son. The final scene, in the broad daylight of the Sterling Cooper conference room, sees the enigmatic Hilton reject Don’s campaign for reasons Don doesn’t fully understand—some nonsense about wanting Hilton hotels on the moon. Don clearly misjudged their relationship, as he is personally devastated by Hilton’s rejection, in the way a son would be crushed by the disapproval of his father. Conrad Hilton is one of the best side characters to ever appear on “Mad Men”—every single scene he appears in is gold.

Best Lines: Hilton: “It sounds like pride, but I want Hiltons all over the world, like missions. I want a Hilton on the moon—that’s where we’re headed. … America is wherever we look. Wherever we’re going to be.”

Hilton: “It’s my purpose in life to bring America to the world—whether they like it or not.”

Hilton to Don: “You’re my angel, you know that? You’re like a son. In fact, sometimes you’re more than a son to me. Because you didn’t have what they had, and you understand.”

Hilton to Don: “What do you want from me, love? Your work is good. But when I say I want the moon, I expect the moon.”

Grade: A-

Re-watching ‘Mad Men’: S3/Ep8, “Souvenir”

Call this the last hurrah of Don and Betty Draper—one last fleeting taste of happiness with a romp to Rome before it all falls apart. It’s also an episode about denial and keeping up appearances. Whether it’s Joan upset that Pete discovers her working in a department store, or Trudy trying to act like she’s come to terms with Pete’s indiscretion with the neighbor’s au pair. Or, in the most obvious example, Don and Betty acting like a couple in love while in Rome; as soon as they return home, real life slaps Betty in the face and she snaps back into her bitter, mean self (the person Don helped create).

Best Scene: After arriving in Rome and taking a refreshing nap, Betty walks out of the hotel like a vision of pure beauty. She sits down at a table, alone, and flirts with a couple men at the next table. And then Don walks over like he doesn’t know her, and they play their little game on the men. It’s a strange thing to do, and perhaps speaks to how their marriage is built on nothing but surface things, but it’s also charming and memorable. It’s sad to see the chemistry and spark these two once had, but lost.  

Best Line: Betty (having kissed Henry Francis for the first time earlier in the episode) to Sally: “The first kiss is very special. … You’re going to have a lot of first kisses. You’re going to want it to be special, so you remember. It’s where you go from being a stranger to knowing someone. And every kiss with them after that is a shadow of that kiss. Do you understand?”

Grade: C+

Re-watching ‘Mad Men’: S3/Ep7, “Seven Twenty Three”

A move-the-ball-forward episode that juggles three budding relationships: Don and Conrad Hilton, Betty and Henry Francis, and Duck Phillips wooing Peggy and Pete. In a time-twisting structure, we see the results first, then learn how they all got into those places. Don’s, as usual, is the most interesting, as he ends up picking up two hitchhikers who give him drugs then rob him. Though I guess Peggy and Duck ending up in bed together was rather shocking the first time through.

Best Scene: There isn’t one signature scene from this episode; the best moments come from all the sequences devoted to Don’s decision about signing a three-year contract required by Hilton. There are about a half-dozen of these and they’re all very good. In the end, Cooper essentially blackmails Don into signing the papers with a threat that hearkens back to the end of Season 1.

Best Line: Peggy to Pete: “Stop barging in here and infecting me with your anxiety.”

Grade: B

Re-watching ‘Mad Men’: S3/Ep6, “Guy Walks into an Advertising Agency”

There are certain episodes of “Mad Men” where great scenes seem to stack one on top of the other. “Guy Walks into an Advertising Agency” is one of those. The episode is best remembered for a guy getting his foot cut off in the office by a lawnmower (leading to two of the series’ funniest lines ever, one from Roger and the other from Joan—see below). But the advent of the agency’s new British owners coming to visit sets up a series of spectacular events, including Roger realizing how no one takes him seriously, Joan’s last day in the office and so many important farewells for her, and multiple cold, hard lessons in corporate politics. Not the least of which is Don’s first official meeting with Conrad Hilton.

But for all of that, what I remember most vividly about this episode is its final scene, which caps the B storyline about Sally being scared of her new baby brother, whose name is the same as her recently departed grandfather.

Best Scene: The episode concludes with Don holding Gene in his arms in the baby’s darkened room, just the street light from outside falling across them through the window. He beckons Sally over and she slinks into his lap, still wary of the newborn. And then, Don quietly delivers one of my favorite lines of the entire series.

Best Line: Don to Sally: “This is your little brother, and he’s only a baby. And we don’t know who he is yet, or who he’s going to be. And that’s a wonderful thing.” Considering who says this line and all that comes with him, this is one of the most hopeful, uplifting scenes in the entire show.

Lines Too Funny not to Mention: Roger: “Any news?” Kinsey: “He might lose his foot.” Roger: “Right when he got it in the door.”

Joan: “I bet he felt great when he woke up this morning. … But that’s life. One minute you’re on top of the world, the next minute some secretary’s running you over with a lawnmower.”

Grade: A

Re-watching ‘Mad Men’: S3/Ep5, “The Fog”

So the previous episode didn’t really do much of anything, and then this one … boom. Betty has the baby, Duck recruits Pete and Peggy, and Don takes the first, uh, baby steps toward his despicable affair with Sally’s schoolteacher. While not an all-time great entry, there are still so many excellent scenes packed into this one: Don’s waiting-room discussions with a fellow father-to-be; Pete trying his best to open a client’s eyes to the African-American market (and the subsequent flogging he receives from Roger and Bert); Peggy asking Don for a raise. And, finally, another killer final shot, as Betty drags herself down the hallway in the middle of the night to comfort her screaming newborn. “Mad Men” never sees the world through rose-colored glasses, that’s for sure.

Best Scene: Don walks into a meeting late. When he realizes the meeting was called so Layne could complain about travel receipts and the agency using too many pens and pads of paper, Don promptly exits the meeting, about 30 seconds after entering it. In Part B of the scene, Don and Layne argue the point where Don explains the concept of being pennywise and pound-foolish.

Best Line: Don to Layne: “You came here because we do this better than you, and part of that is letting our creatives be unproductive until they are.”

Grade: B+

Re-watching ‘Mad Men’: S3/Ep4, “The Arrangements”

This episode is all about the relationships between parents and children, which shouldn’t be surprising since that’s one of the main themes of the series. The major occurrence is the death of Betty’s father, Gene, but we also get a look at Peggy and her mom, and a client whose son is trying to blow through his inheritance on a pipe dream. There isn’t anything wrong with this installment, but there isn’t anything memorable about it, either. Beyond the plot point of Gene’s death, it’s skippable.

Best Scene: On a show full of great actors, Kiernan Shipka doesn’t get enough credit for her portrayal of Sally Draper. Her work in this episode is outstanding, particularly her final scene when she lashes out in anger and frustration and sadness about the death of her grandfather.

Best Line: Don: “Don’t stop until you see the whites of his pockets.”

Grade: C

Re-watching ‘Mad Men’: S3/Ep3, “My Old Kentucky Home”

This one takes a few minutes to really get going but, wow, once it does it offers one home-run scene after another. The action mostly takes place on one Saturday, in a classic “Mad Men” structure where the scenes bounce between several different groups. The main thread has Roger and Jane hosting a Derby party at their country club, and it offers us introductions to two important characters: Conrad Hilton and Henry Francis. Elsewhere, Joan and Greg host a party for Greg’s medical colleagues; Peggy, Kinsey, and Smitty are working at the office and end up getting high; and Sally steals $5 from her grandfather back at the Draper house. Matthew Weiner has a tendency to lay his themes on a little thick, but what I love about “My Old Kentucky Home” is how inscrutable it is. It also offers one of the best closing shots in the show’s history, with Don and Betty kissing in the moonlight. This is the kind of episode that you can’t envision any other television show being capable of creating.

Best Scene: In one of the more shocking scenes in “Mad Men” history, Roger serenades Jane in blackface during the party. Looking to escape the fiasco, Don retreats to a bar inside where he meets a man that will change the course of this season: Conrad Hilton. Their conversation is one of the best moments of the entire series.

Best Line: Roger to Don: “You know, my mother was right. It’s a mistake to be conspicuously happy—some people don’t like it.” Don: “No one thinks you’re happy. They think you’re foolish.” Roger: “You know, that’s the great thing about a place like this. You can come here and be happy, and you get to choose your guests.”

Grade: A

Re-watching ‘Mad Men’: S3/Ep2, “Love Among the Ruins”

This is a middle-of-the-road episode. A few memorable moments, but as a whole it doesn’t really take us anywhere. There are three main plot threads: First, Peggy experimenting with being the type of woman men find desirable, all the while balancing that against the type of businesswoman she really wants to be; second, Sterling Cooper’s work to recruit Madison Square Garden, which ultimately blows up in Don’s face thanks to his new bosses; and, third, there’s Betty, the matriarch of her family in the absence of her mother. Betty has been portrayed as so childlike in past seasons, but now she’s clearly the head of her side of the family, and I like seeing her like that. There’s also a lot of good Don/Peggy stuff here, too, but this episode still doesn’t quite stand out in any significant way.

Best Scene: After Betty and her brother argue over their father’s wellbeing for the first half of the episode, Don comes home and has had enough. He calls William into his study and solves the problem—forcefully, and brooking no argument—in about 1 minute. It’s a sacrifice on Don’s part to let Betty’s father move in with them, but he’s trying to do the right thing for his wife, for once. But, then, he ruins it a few minutes later by ogling Sally’s teacher on field day in the creepiest way possible.

Best Line: Don ro Roger about being late to a client lunch: “What else did you have to do today? What else do you have to do all week?”

Grade: C+

Re-watching ‘Mad Men’: S3/Ep1, “Out of Town”

As Season 3 opens, everyone is getting used to the new Sterling Cooper (including we the viewers) under its new ownership structure. The “big” event of this episode occurs when Don and Sal, on a road trip to Baltimore, both get caught in compromising positions when a fire alarm goes off at their hotel. But the episode belongs to Vincent Kartheiser, as Pete Campbell goes through the roller coaster of emotions that comes with being named head of accounts … and then discovering he’s sharing the job with Ken Cosgrove. Pete is a terrible person, but Kartheiser is so good in this ep, he makes us feel sympathy for the competitive crucible Pete’s new masters have locked him in. As “Mad Men” season premieres go, this is a good one.

Best Scene: Don and Sal play off each other while dining with stewardesses, as on the spot Don creates a story that they’re feds investigating Jimmy Hoffa’s money. Don literally lies about his entire life, and a scene like this shows how easily deception comes to him. Which comes in handy at the end of the episode when Sally finds Don’s stewardess’ pin in his luggage in front of Betty.

Best Line: Trudy to Pete: “You’re an ambitious man, and an ambitious man is never happy with what he has.”

Grade: B