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Mad Men C to Z S2E3 Transcript for The Benefactor

8/9/2025

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This is the full, human-edited transcript of the Mad Men C to Z podcast for S2E3 of Mad Men: The Benefactor.

Visit this link to listen to the episode, and don't miss our episode webpage for The Benefactor with Sterling Lines, listener input on our Double Dip questions, and more.
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Mad Men C to Z S2E3: The Benefactor Transcript
 
Jenna: Hi, I'm Jenna.
 
Steve: And I'm Steve. Welcome to all things Mad Men, from Chip and Dip to Zou Bisou.
 
Jenna: We started this podcast to connect to fans like us, who pick up something new each time you watch the show.
We break down each episode of Mad Men, from the pivotal moments to our favorite lines.
 
Steve: Be advised, our discussions may include spoilers so we can talk about character arcs all the way through the final season.
We won't be gratuitous with the spoilers, but they can pop up from time to time.
Let's get started with Mad Men C to Z.
 
Jenna: Welcome to season two, episode three: The Benefactor.
This title comes from an episode of a show called The Defenders. There was a real controversy involving sponsorship. You can see this theme with Jimmy Barrett, Harry, and more in this episode.
 
Steve: The first scene opens with a shot of Jimmy Barrett shooting a commercial. This is our first introduction to Jimmy. He's a famous comedian known for his cruel jokes.
 
Jenna: Jimmy Barrett is played by Patrick Fischler. You might recognize him from Mulholland Drive and NCIS Origins. And he's also Jeremy Piven's henchman in Old School. He's been in a lot of stuff.
 
Steve: The thing that strikes me about this scene and this is on a rewatch, of course, so I know who Jimmy is, and how he behaves, is just his professionalism in shooting the scene.
 
You know, he's giving direction, asking for things to be changed on the set. As soon as he shoots the scene, he wants to go back and run it again.
So you can see he's very dedicated to his craft here in a way that, based on what we later learn about Jimmy, you might not expect.

 
Jenna: I noticed that, too.
He's willing to do ridiculous things, like spit potato chips all over the place. But you can also see this is serious business to him. He's thinking about the set and the camera angle, he's rehearsing between takes.
 
I also noticed that he's bossy with the people he's working with. He doesn't use proper manners.
This guy doesn't look like Don Draper, but his behavior looks a lot like Don Draper.
 
Steve: Of course, the scene goes off the rails when the sponsors, the owners of Utz potato chips, come in and the overweight wife is noticed by Jimmy. And then he launches into a whole stream of fat jokes.
 
Jenna: It's just a barrage in 15 seconds and the couple leaves right away.
Ken is horrified. He ushers them out, and Freddie makes a critical comment at Jimmy as he goes.
 
Unlike the office guys talking about Peggy's weight gain last season,
nobody is joining in or laughing. Apparently, they understand this kind of cruelty is accepted for co workers, but not for clients.
 
How did you feel about this when you were watching?
Did it horrify you? Every time - every time, it really gets me. How do you - how do you take it?
 
Steve: I think it's more horrifying because this isn't a live performance in a club where everybody's paid to be there, probably with the understanding that you might end up being on the wrong end of one of Jimmy's barbs.
 
This is them coming in just to watch how their commercial's being shot.
It's a closed set. It's just so cringy, because we know that this lady in no way was looking to get set up for this kind of unwanted attention.
 
And just the cruelty, and I don't know, I'd say banality of Jimmy's jokes as well.
I mean, oh, someone's overweight, let's make fat jokes. It's very easy, lazy humor as well. There's nothing especially clever about it.
 
Jenna: Mr. Schilling says on the way out, that man is an animal. So he's hired him,
and then he sees what it is, and that kind of calls back - I want to talk about - in the very first scene, Jimmy Barrett opens the commercial he's filming with the line,
this is a nice place for nice people.
 
And the veneer seems that way in the show. And our whole show, all of Mad Men, is revealing the ways that this nice place isn't so nice, of course. And Jimmy Barrett maybe is the ultimate expression of that.
 
So he doesn't have the veneers, again, even while Don Draper looks the part of the Madison Avenue guy and is doing, as we know, underhanded things sometimes. Jimmy Barrett is very direct about it, and I think that's what makes him so uncomfortable. He just puts his ugliness on full display.
 
Steve: And I think as well, Mr. Schilling is doing this as a favor to his wife to see this comedian, this star that they both like and enjoy, see him in person as he's working on a commercial for their company's products.
So it's even further off the rails if you think that the husband may have brought her there with the best of intentions.
 
Jenna: Right. You're going to have a treat. And instead, it's a memorable insult. It makes it extra painful.
And I think both Mr. and Mrs. Schilling are very well cast. You see their humanity, and you feel their pain, even though they don't get very many lines.
 
Steve: I think Jimmy is well-cast, too, because in this one scene it really establishes the character as this - you know, the name that comes to mind for me is Don Rickles.
This is all we've seen of Jimmy to this point, but already we know about how he operates, how he is, and this dangerous edge he has to him.
 
Jenna: I could take this in a tangent about cruel comedians in general and how people are drawn to them. And I find that surprising. On the one hand they say, well, what do you expect?
But also I don't want to watch them being cruel to other people. But a lot of people seem to. So to me, this kind of humor is not that great, anyway.
 
Steve: Yeah, I think it's just, it's, it's humor that comes with a double edged sword and sometimes it cuts in ways that you don't want it to. So that's, that's the danger, that's the risk around it, and probably some of the excitement and stimulation it brings.
 
 
Jenna: The next scene takes us to the stables with Betty and Sarah Beth. Sarah Beth is talking very casually about her family. It's her 10 year anniversary, her daughter's ballet recital is coming up.
 
But you can see that her main attention is on Arthur Chase and his fiancee. She clearly wants an introduction. She tells Betty that she's had a dream about him, and she keeps talking about him with Betty, even when Betty's responses are half-hearted. Did you get the sense that Betty was as interested in Arthur Chase as Sarah Beth?
 
Steve: I do not. It feels like Betty's being polite to her friend and sort of humoring the chatter that her friend wants to make about him.
Honestly, I don't see Arthur as some sort of dreamboat, but I don't know, maybe it's a target-poor environment at the riding schools.
 
Jenna: We also get Sarah Beth making a mean comment about her own daughter's weight, which echoes Jimmy Barrett's meanness in the last scene, too.
Sarah Beth says that Arthur reminds her of Monty Clift in A Place in the Sun, trying to work his way into the upper class.
 
And Betty says somewhere there's a pregnant girl floating in a lake. Sarah Beth goes, I'm from the south, there are such people. So if you dig into that movie a little bit, you can see both of them understand that reference.
 
But Betty is always trying to be sunshine and politeness. And a pregnant girl floating in a lake is not that. Francine might say this, Rachel's sister would say it,
but it seemed a little bit off. So I didn't know if that was an error in the writing, or trying to cue that Betty is coming into a more of a place of darkness and she's letting some of her happy facade drop a little bit.
 
 
Next we get a scene at the office when Harry Crane inadvertently receives Ken Cosgrove's paycheck and he decides to open it.
We see him have multiple opportunities to stop. He almost tells the delivery guy that he has it.
He almost doesn't open it, but he does. He tries to put it back in and cover it up. He can't reseal Ken's envelope. He tries to open his own, using it very carefully with a letter opener.
 
If you describe this to somebody, you know, we're watching somebody open envelopes on a TV show, but it is such a genius moment to show who Harry is when no one's watching.
He will look into somebody else's business and he will ineptly try to cover it up and get panicked when it's not working out. It's an excellent character shot in a very short space of time.
 
Steve: I also like the comedy as he looks over at his officemate's sealed envelope and has the letter opener in hand before he thinks again that, okay, you've already got one problem, you're going to have two now, and puts it back down just in time for his office mate to open the door and come in the office.
 
Jenna: It's really - it's an extra funny line, too. So Mitch is standing there in the doorway and he sees Harry with a letter opener, which looks vaguely menacing, and he goes, Are you in the middle of something? And the way he delivers the line is fantastic.
 
Steve: In listening to the commentary from Matt Weiner here, he puts a heavy emphasis on who among us wouldn't do this? Who - which of us wouldn't be like Harry and open up Ken's envelope to see what he earns in comparison.
 
And I thought it was an interesting comment because as I was thinking about it personally, it's not that I wouldn't be very curious to see what one of my peers is earning, but given that it's in a sealed envelope, that's creating a real barrier to me acting on that impulse.
 
Jenna: It is interesting; Matthew Weiner seems to think that that is normal human behavior, just as Betty was in Helen's house and she was opening up her cabinets and peeking in them.
 
And it isn't that I don't know that people are that way, but I was really surprised that he seemed to think that that was so universal because if, you know, your ethics don't keep you from opening it, it's just, you know what's going to happen, you know, after you open it, there's going to be this problem.
So why in the world would you take that risk? Why would you look?
 
Steve: Or maybe the difference isn't the ethics, it's just who's more calculating.
 
Jenna: And critically, let's establish that when Harry opens it, clearly he's very unhappy with what he sees. So he has discovered that in fact, Ken does make more than he does. It's, it is really a Pandora's box situation where he would have been much, much happier all the way around if he just had left it alone.
 
Steve: And Ken earns a lot more than he does. I believe the difference is 300 a week for Ken, 200 for Harry. So Ken's earning 50% more than Harry.
 
Jenna: And we discover that officially in the next scene because Harry expands his mistake. He calls his wife. He says, you told me you wanted me to tell you if I was upset. And this is such great Mad Men writing, because this supporting character has a past and assumptions.
 
When she answers the phone, she's not just inviting Harry to spoon feed his feelings to us, the audience. She immediately suspects him of cheating. She's like, what did you do?
Harry is immediately sorry that he told Jennifer, because she immediately pressures him to go demand a raise since Ken, that mannequin, she says,
makes more and he's not even married, and we have one on the way, she says. So she definitely feels entitled to more than Ken.
 
Steve: Yeah. And you get a sense of, of the relationship between the two of them that, you know, she's issuing orders to Harry about what he needs to go do. And you can just see how invested she is in this.
 
And then I also found it interesting when Harry's maybe, maybe to justify inaction or, or just an honest expression of sort of, he's, he's upset about the difference in pay.
He's upset that he's stuck in this quandary about the pay stub, feeling sorry for himself. And she basically calls him out and it says she's got no time to listen to that.
 
Jenna: What are you worth? You go in there and ask for it, demand it. Be polite, but think about your worth to them.
 
And Harry says, no, I can't do that. So this is a guy, he can open the envelope, he can call his wife and confess that he opened the envelope and share the bad news and put that on her, but going in and actually directly handling it, that is a bridge too far for him.
 
I also really appreciate the moment at the end of this scene.
So Jennifer has morning sickness and she's staying home from work. She ends the call saying she needs to lie down. And Harry goes, do you know where I can get a number 10 envelope with a green stripe?
 
He's the best.
It's just like, hey, can you also help me with my envelope problem?
 
 
Steve: The next scene cuts to Don Draper in some art house theater watching a French movie with English subtitles.
 
It's clearly the workday that Don is here. So I guess I was thinking, you know, this is a nice job. You go off and watch artsy films during the day, and if ever challenged about it, you could say that it's research about the culture or something.
 
Jenna: This movie, it's a bit of a mystery in the Mad Men universe. Matthew Weiner has said that he did not get rights for this film and he will not say for sure what it is.
I did do some investigating. I found some resources, which I'll link in the show notes if you would like to investigate further about titles it could be, but apparently there's no consensus about what it actually is.
 
 
Steve: From here, we're back in the office as Harry goes into Sal's office, where we can see Sal is removing Mohawk's name, likely in anticipation of replacing it with American Airlines, which they're now pursuing.
 
Harry's looking for an envelope or wondering if Sal can help him fix the envelope. Sal quickly gets the full story from Harry about why he needs an envelope. We can see Sal is not especially sympathetic to Harry.
 
In fact, he's rather interested himself and what Ken is earning and has a good reaction, physical reaction when he hears the amount. So we realize Sal is also earning significantly less than Ken.
Ultimately, Sal has some good advice for Harry on both fronts of what you do with the envelope and then who you tell or don't tell about something like this.
 
Jenna: This scene is brilliantly acted by both characters. Sal places blame and Harry deflects it. And we see so much about Sal's being tired of Harry when he comes in. And then he joins Harry in his outrage at the discovery.
 
And the way Sal sharpens his pencil when he hears the amount is everything. Just the exchange of the opening lines in the scene. Do you have a number 10 envelope?
No. Why?
Can you make one?
No. Why?
And he's like, I got Ken's paycheck by mistake. And he goes, do you need a fake passport, too?
 
In a callback to Peggy and Joan and the Draper family photo situation,
Sal gives Harry advice about not doing anything. Ken will ask for a new check and it'll be fine.
 
And then Sal scolds Harry for telling Jennifer, his wife, about the problem, just like Joan scolds Peggy for telling Joan about Don seeing a woman.
 
Steve: My favorite part here are the lines where Sal asks Harry, you know how you've got to make yourself indispensable in order to justify higher compensation?
 
Then when Harry doesn't really have anything to offer back as to how he is indispensable, Sal says something to the effect that, you know, then he's worth every penny they're paying him. And it's just such a catty sort of edgy comment.
 
Jenna: It's something Joan would say. But this thing that Sal says does seem to plant an idea in Harry. And we'll see that later in the episode.
 
 
Steve: We cut back to Don, who's now back in the office. I guess his movie's over. And he learns about the Jimmy Barrett incident.
So the surprise visit from the Schillings - there's a lot of finger pointing and blame going on here where it's pretty clear that they have failed in managing both the client and Jimmy Barrett.
 
Roger and Don are focused on what it's going to take to salvage this account.
 
Jenna: Roger is about as angry as I've seen him.
And then they say, how bad was it? And they start repeating some of the jokes. And they're not laughing. They're taking it seriously.
But Roger does, because that's what Roger does.
 
Ken clearly is taking this very seriously, and so is Freddy. And Roger's ready to blame them and saying, you failed to control Jimmy Barrett and you failed to control the Schillings. Neither of you are suited for this task.
 
I get the sense that Don is really irritated that they're all in his office. Like, what does he have to do with this? Because he wasn't there. So what's the problem?
It turns out, as Roger says, Cosgrove should have told them. And he says, I did. I told Lois I went by here. But you were out.
 
And we know that Don was at the movies. And it's really an error that has some bite.
Roger says, a guy like that must know how to make a charming apology or he'd be dead, referring to Jimmy Barrett. And the others leave.
 
But then Roger says - he doesn't just let it go. He says, where were you? And Don says, at the printers.
And Roger's line is great. He says, you should tell your girl that. And we understand Roger does not believe he was at the printers.
 
Steve: Yeah. And I think this is interesting, because Roger basically admonishes Don, saying that he's been around long enough and should be better at this.
And I think this is an allusion to Don managing the engagement and the client and the talent and people like Ken.
 
Jenna: And we can also see that Don is becoming something of a mentor to Peggy. And Peggy has this same failing. She is not great at dealing with the people who work beneath her, she is not great at dealing with the talent.
 
So she and Don share this, even though they seem very different.
More and more, we're seeing how they are similar as well.
 
Speaking of not managing people particularly kindly, Don immediately calls Lois, his new secretary, who replaced Peggy, into the office.
Close the door. Sit down. No, stand.
I'd like to find a way not to be cruel, but I don't think it'd be serving either one of us. Are you firing me? Oh, no, she says.
 
We know she's gotten names wrong and she's given him the wrong sets of papers. So they have definitely planted her ineptitude in the couple episodes prior to this. How do you feel about this? Do you feel sorry for her? Do you feel like this is deserving? What's your emotion in this scene?
 
Steve: Well, I think the fact that the straw that breaks the camel's back here is something that she doesn't know anything about. So she's asking, you know,
what did I do wrong specifically? So that evokes sympathy in me because, you know, it's not that she's clear what the mistake was she made.
 
It also feels to me like it's kind of rolling downhill here in terms of the responsibility and the problem, and it's rolled down onto Lois's head. So she's the one who's going to be hit here. Whereas there seems to be plenty of blame to go around on this particular topic.
 
Jenna: And there are a couple of very telling lines by Don in this scene, too. He says, in addition to being incompetent, you threatened my reputation.
 
And we understand that as a man loyal, living a double, at least a double life that's huge to him, that must be maintained at all costs. And she says, I try to cover for you all the time.
And he says, you do not cover for me. You manage people's expectations.
 
Even that, the shading of the words, the nuance of it, that matters to him. That's all about the artifice of his personality and being.
 
It's such great writing. Even in a scene where you can say, okay, all that's happening is he's firing this secretary, and yet it's still giving us clear clues about what's most important to him at all costs.
 
Steve: Well, and that's really why she's being fired, right? It's this role has got this subtle nuance to it as the admin where she is in fact covering for her executive and she's not been able to do that successfully. She's not able to think on her feet or make up excuses.
She's just not up to that task.
 
 
Jenna: In the next scene, we see Harry Crane hanging around after work, and he calls a buddy at CBS curious about job opportunities.
They have some really great shorthand back and forth. Apparently, his friend says he's also worried about his own job and that people are getting laid off. They're dealing with sponsors dropping out.
He says something about, we have a show: lawyers, but you know, they really care.
It's not what Harry wanted to hear. He really wanted to get better news about a job opportunity at a different company.
 
Steve: I also enjoyed this scene because they get into this Defenders script and the episode about abortion and there's a backstory to it that Matt Weinert says is true:
The writers wanted to do something edgy and touchy about abortion,
but in order to get that shot, they had to have a terrible script that would get shot down on short notice, so that they would then be stuck with this existing script.
It's just interesting that the Defenders has has this, I don't know, risky product now that is looking for sponsors.
 
Jenna: The alternative script was about cannibal lawyers, so, you know, they probably weren't going to use that.
 
Let's talk about this for just a second. The Defenders was a real TV show that ran from 1961 to 1965.
It was created by Reginald Rose, who wrote Twelve Angry Men. And several members of the Twelve Angry Men cast, including E. G. Marshall, also appeared in the Defenders, as well as a young Robert Reed who later played the Brady Bunch father.
 
Steve: And it's pretty clear that Matt Weiner loves the Defenders. So if you enjoy Matt's writing, I would suggest checking out the Defenders because it seems like this was a major influence and inspiration for him.
 
Jenna: Yes, I've never seen it, so I was very curious to look at that.
 
 
Steve: The next scene starts with Don arriving at the office where he's now greeted by Joan, who will be his acting admin assistant until they can find a replacement.
 
Jenna: I was wondering why Joan wasn't assigned to anyone.
And remember Peggy had to be a full time secretary and a part time writer. So it's curious that Joan can manage the secretaries without also having to be a full time secretary by herself.
So she's just available to fill in for Don?
 
Steve: Yeah, I don't know, maybe she's the bench. And also just, you know, her level of competence and experience means that she could probably cover a couple desks, you know, effortlessly, whereas, you know, someone else is fired because they can't handle one.
 
As we can see in this scene, Joan's all over it. She's managing Don,
directing him, but also letting him have his space. And it sounds from Weiner's commentary that, you know, this was exactly what they wanted to convey. This stark contrast between the prior admin and now the replacement who is so much better and is this ideal of everything they need.
 
Jenna: And she is perfect for it.
So that makes the next couple lines really strange. She's a bit catty. She tells Don she'll continue looking for another Ms. Olsen, as though that was the perfect fit. And Don says, no, he wants someone who will be happy with this job.
 
Joan would be fantastic. So I don't really get why that hasn't been the arrangement.
 
Steve: The next scene shows Harry watching the Defenders abortion episode. So he's familiarizing himself with this hot potato.
 
Jenna: And he and his wife are expecting a baby. He does look a little bit upset as he's watching it. I think it would be quite a shocking episode.
 
Steve: They mentioned the word abortion 46 times in the course of the hour episode or something. So they're really pounding on this, this edgy topic.
 
 
Jenna: In the next scene, it opens with Don sitting at the bar set for the commercial,
just where Jimmy Barrett was. The lighting makes it difficult to see exactly who it is. And of course we see, you know, here's Don Draper.
 
Bobbie Barrett is played by Melinda McGraw. It's Bobbie with an -ie, not to be confused with Bobby Draper, of course.
Melinda McGraw. You might recognize her from Men of a Certain Age, Outcast, and also she was Barbara Gordon in The Dark Knight.
 
As we get to meet Jimmy Barrett and Bobbie Barrett, it doesn't feel good. They remind me of the couple in Les Mis who are willing to do anything to get ahead.
It's a dark underbelly.
 
And I think the show does a good job showing how some people look down on Jimmy and Bobbie for being crass and not fitting into the rules. And some people have respect for their total commitment to getting ahead. This bar, and this set, and this whole business, it's not really a nice place for nice people.
 
Steve: Well, and we don't have any Pete in this episode. So we really need someone to fill the vacuum of our darker impulses and urges.
And I think Jimmy and Bobbie do that really well.
 
In Weiner's commentary, he mentions Bobbie as a new type of female character to what we've seen so far in this series.
She is very different than anything we've seen, even strong characters like Rachel and Midge to this point.
 
Bobbie is all about power. She's all about leveraging whatever advantage she has in a transactional nature. And as she bumps up against Don, she has no inhibitions about using that power and leverage to obtain what she wants.
 
And she's certainly not taking any crap from Don or passively listening to his demands. In fact, she mocks him a bit and says, you know, some glib ad man in that suit is going to tell Jimmy that he's been a bad boy, taking Don down a peg from him thinking he's got all this power to bring Jimmy to heel.
 
Jenna: Yes, in this scene, Bobby is very direct and pushy.
 
Midge isn't cowed by Don, and neither is Rachel, but it's a completely different type of power play. Even the researcher in the pilot episode only pushed back a little on Don, so he hasn't seen anything like this from a female character to this point.
 
She's walking away with the tuxedo and he says, that's our tuxedo. And it's interesting that he notices. I don't think Roger would have.
Their company owns the tuxedo and Bobbie says he likes it better, so she's just going to take it so that he can go wear it whenever he wants to. So, again, just pushing up against those rules and not apologizing for it.
 
Here is a spoiler. So please fast forward for a minute if you're watching the series for the first time, because spoiler, spoiler.
We find out later that Bobbie sought Don out because she heard rumors from friends about how great he was in bed. She wants this relationship to happen.
 
She's a lot more in control than he is here. She's got more information, she doesn't have much to lose by pushing back if it doesn't go well. And he does seem like he doesn't have the edge in this interaction. And oddly, it seems like that's interesting to him.
 
Steve: Yeah, it feels to me like these kind of raw, power transactional interactions are Bobbie's bread and butter. She's doing this all day, every day in all aspects of her life.
It feels to me like it's not that Don's never encountered a situation like this, but he doesn't walk into this interaction expecting it. And then suddenly it's coming on him full bore.
 
You know, when he's talking about. No one was laughing at the jokes. And Bobbie just fires back, well, maybe they should get thicker skin. So she's shooting down his assertions and then demanding things from him.
Finally, Don almost caves and says, hey, what do you suggest then? You know, how do I get Jimmy to do what I want?
And Bobbie gives him the keys to the kingdom there, in terms of how to manipulate Jimmy.
 
Jenna: Yeah. He has to know you're a fan. He has to know that he knows more than you, and that he's got a shot with your wife? Girlfriend? Both?
Wife, he says.
 
So he didn't say that up front to Rachel Mencken. And here he's putting all his cards on the table as they head outside in the rain. He says, I'll drive you.
She kisses him and he says, I don't want to do this.
 
In the commentary, Matthew Weiner makes a really big deal about Don's comment to the doctor in the first episode of season two when he says, I've been good, and how that means he hasn't been cheating.
And there are all these hints about him being a family man, or trying to be, in the first three episodes of the second season.
I didn't really be notice him being, quote, good in the first watch, because him being part of his family is what you would expect to see, but you can't miss that Don seems unhappy and unfulfilled. Not just the Valentine's night incident, but all the rest of it.
 
You know, he chose Betty as his partner because she looks like the perfect wife for his costume life. But then he resents her for not having the depth of Rachel or the novelty of Bobbie.
What do you think is going on here in the car in terms of making the decision he makes?
 
Steve: Yeah, I. I agree. I think. I think he's trying to be good, but I. He seems bored to me.
 
And I think that's a line that Weiner throws out in his commentary that, you know, Don being a good boy is a bored Don. And that really rings true to me here because even when he says he doesn't want to do this, it doesn't feel like a strong sort of ethical statement of his values and principles and how he wants to act.
 
It's not all that convincing. And Bobbie’s not taking no for an answer.
She quickly storms over the ramparts of Don's defenses without any further kicking or fussing on his part.
 
Jenna: It's an interesting idea that when he's being good,
he isn't necessarily as fulfilled at work too. That somehow, on some level,
indiscretions is maybe the nicest way to say this - that's what feeds his creative genius, if you will.
 
Steve: Yeah, maybe. Because where. Where is he when this thing blows up with Utz potato chips? He's at a theater randomly, in the middle of the day, watching some film. So it's not some pressing creative need or anything. It just seems to be more evidence of this guy's kind of looking for ways to pass the time rather than dug in.
 
Jenna: But this is a really big moment that he has sex with Bobbie in the car here. Because at the end of season one, we saw Betty telling Don about Francine and Carlton, and how Carlton had an affair and it destroyed Francine, and their relationship took a turn.
 
You can see him trying to be faithful to her, although he's not very emotionally available to her.
Now, with this decision,
it does really seem like a hard turn in terms of, okay, he wasn't able to keep that up.
Now with this decision, what does that mean for his relationship with Betty?
 
And the scene cuts to Betty's face as a really fantastic transition. She's at home with the kids at dinner. Don comes in and immediately washes his face and hands and joins his family.
 
Steve: Yeah, and you really get a sense that he has a guilty, sheepish look on his face in this scene. So he seems perfectly aware of the consequences of what he's just allowed to happen.
And now he's face to face with those he just betrayed.
 
Jenna: Betty gives him his repaired watch, which she's had monogrammed for him. So she's making a thoughtful gesture, and she says that she's going riding on Saturday. No, Sally, you can't come. And Don, you need to watch the kids.
 
The four of them sit for a minute around the dinner table together. And it just does not happen that often. They're together, but they're disconnected. And that was true before and after he cheated with Bobbie.
Do you feel like it's worse that he comes home and pretends again with Betty? Do you think he should have told her about it like Harry told Jennifer?
 
Steve: I do not think confessing about Bobbie Barrett in the car is a good idea with Betty. So, no, I. I don't think it would serve any purpose for him to fess up.
 
Jenna: I mean, I can't picture it either.
Obviously, it would be healthier if they had real conversations with each other about all kinds of things, but it feels like their problems seem so deep that if they pull on any thread, it unravels their whole world.
 
They can't have a real conversation, so now they're just sitting there.
But what can they do? It's. It's all pretend. And now they both know it.
At first, only Don knew it, but now Betty knows it too. So even though she doesn't know about the cheating, at this particular moment, it's still not what she wants it to be. It's very sad.
 
Steve: Yeah. It feels like they've taped the vase back together,
but it's still broken.
And it'll never be the way it was before it was broken. From a distance, maybe you think, oh, there's the vase. But as you get closer, you start to see all the cracks and fissures.
 
 
Jenna: The next day, Betty's at the stables. Her friend Sarah Beth is at her daughter's ballet recital. She sees Arthur Chase and gives him advice about how you have to take control of the horse - it's the responsible thing to do.
 
And he's flirtatious with her. He complains about his fiancee, Tara, a little bit to her, but Betty doesn't reciprocate. She moves away.
What did you think about this interaction? Did you feel like Betty was enjoying a flirtation with him, or did you feel like she was disapproving of him? What did you get?
 
Steve: Yeah, I was more the latter. I didn't get the sense that she was enjoying it. It feels like she shuts him down and cuts him off in his attempts to be flirty.
The vibe I got coming out of the scene was just, you know, he's clearly interested in her. She doesn't seem to be interested in him. His comments are inappropriate and unwelcome.
 
Jenna: Yes, I agree. I didn't get any sense that she was interested in him, other than the fact that she does seem to be looking for him as she's riding out of the stables on her horse.
And she's not looking for her friend because she knows her friend isn't there, and she made the effort to be there.
 
So some part of her seems to be especially interested in whatever he's doing. But then when she has the opportunity to talk to him, it definitely doesn't seem inappropriate or untoward.
 
While Betty is at the stables, Don is at home in his robe, and he calls Bobbie Barrett to set up a dinner date with the shillings and spouses at Lutece.
She agrees, and they speak in coded terms about what happened between them.
 
She says this line,
I like being bad and then going home and being good, which Weiner says defines her character.
I don't think this line endears her to a lot of the audience, but I have to think this attitude resonates with Don.
 
She's not going to dress up her behavior or avoid what it is.
And she doesn't bother with the double life the way that Don and Pete and Roger do. She doesn't stay on the phone too long. She has definitely captured his interest.
You can see on the phone. You can see he's really into her.
 
Steve: Yeah. Not only captured his interest, but like you say,
I don't think she's constrained by some of the appearances and behaviors and norms that Don feels constrained by.
 
So it. I think it makes her even more wild and exotic to him that she really has no boundaries. She's living the life she wants to live. And again, it's based on this raw power and ability to force what she wants on a transactional basis without apology.
 
Jenna: It's interesting, too. Among the Mad Men fan base, there are a couple of characters people hate more (that) we haven't met yet so far,
but Bobbie Barrett's name comes up an awful lot. And I find that curious because I think Jimmy is pretty odious, really, and hard to take.
 
But I think a lot of people really have a hard time with this woman and her way of being. It seems threatening, it seems uncomfortable, and something about her just really rubs people the wrong way.
 
Steve: I agree. I think it's a societal double standard. And I think there's all sorts of male characters who act exactly as Bobbie Barrett acts and don't get called out for the same things that Bobbie Barrett gets called out for.
 
So to me, I think it really shines a little spotlight on this double standard in sexism that it's inherent in our society. We seem to have this unease with a female character behaving in this manner.
 
 
Jenna: Now we're back to Betty and Arthur at the stables. She's constantly giving him directions. Don't smoke. The horses hate it. Don't act like riding is silly. Don't share your relationship with Tara - your information about that with a stranger.
 
Arthur references an F. Scott Fitzgerald story called A Diamond as Big as the Ritz, and he talks about his fiancee's family's wealth. He makes it clear that Arthur does not come from the same level of wealth.
 
And this story is a callback to some Ayn Rand connections about people doing whatever it takes to further their wealth, no matter how cruel.
Just as we see with Jimmy and Bobbie Barrett and Burt Cooper, including his willingness to cut off Mohawk Airlines, and Don himself.
 
Steve: Listening to the Weiner commentary about this, he talks a lot about how Betty's character is open and enjoying this flirtation, but at the same time, playing this role as an adult and keeping him away at arm's length, simultaneous to enjoying his attentions. What. What was your read on that?
 
Jenna: I disagree. And I know that's weird because he wrote it and it's his intention, so that's what matters, but I don't see that on the screen.
Arthur tries to kiss Betty and she refuses.
 
She has this really great line where he says,
you're so profoundly sad. And she answers, no, it's just my people are Nordic, which is maybe the best response to anybody trying to characterize you.
 
And he repeats himself, and she says, you're wrong. I'm grateful.
And just like we can see Don trying to convince himself he can be a happily married man, she is still trying to convince herself that she's okay and she is what she's pretending to be, and he isn't seeing anything real about her.
 
So Weiner says that Betty's flattered by his attention.
I do think that's true. I think Betty does really need to be seen.
And the fact that he is seeing her and paying attention to her, I think she appreciates.
But I think, you know, she's shutting down his inappropriate remarks.
 
And while Don was drawn to Rachel when she looked right through him and called him out, Betty seems almost repelled by Arthur looking at her and seeing her sadness. She doesn't want to look at that, much less show it to him.
 
Steve: Yeah, I agree with your take. And that's, you know, what I see on the screen as well. So it does feel funny to be tilting against the writer, because who knows the character better than the writer and based on their intentions?
 
But what I see portrayed on the screen is exactly what you see,
and I do think you make a great point that it feels like with both Don and Betty stepping away from the dynamic with Artur, is that they're both discontent or lacking happiness with the status quo.
And the only solution is a major change, which neither is willing to make at this point.
 
 
Jenna: So Betty comes home from the stables, and Don proposes they go to dinner at Lutece. And she's pleased until she realize it's not a date, it's for work.
And this, I think, is the first time he overtly names what she brings to their relationship.
 
So he says, oh, you'll get to meet Jimmy Barrett. He needs her to charm,
to be bright and shiny. He needs a better half. It's very functional, this invitation.
 
Steve: Betty wants him to want her as a partner, a teammate, to have her as an arm piece that's charming other people.
You can see Betty's not enthralled with this idea or this invitation.
 
Jenna: And she adds, because this is Saturday, and he wants it for Monday night. And she says, it's no notice, Don. No notice at all.
So for her to do that work and to put that in to be bright and shiny,
it's going to take more time than she has. And of course, he hasn't given any thought to that. It doesn't cross his mind what kind of work she puts in.
 
And he says, Birdie, we'll go there on our own another time. So at least he gets her disappointment. But that's not a promise she can count on.
 
Steve: It also makes me chuckle a little bit. January Jones rolls out of bed in the morning.
It's like, okay, yeah, you got to get fixed up and find a nice dress or whatever. Or you could just go it like that and still be, you know, the most beautiful woman in the restaurant.
 
Jenna: Okay, fair. She probably. She probably could. Her lowest effort would probably still be very Lutece-ready, yes.
 
 
Steve: We cut back to the office, and we see the entire team watching the Defenders episode about abortion. They've also got Eliot from Belle Jolie in the office. They're obviously pitching it to Belle Jolie as an opportunity.
It's an interesting discussion as they talk about what are the merits of advertising on a show like this.
 
Jenna: They make the case that Belle Jolie might want to sponsor the show, saying that women will find a way to watch it because everyone will be talking about it.
 
And this is our only scene with Peggy in this episode. Eliot asks Peggy, is it true on the point that women will find a way to watch it? And of course, there's tension around this whole topic for Peggy, but she does the work thing, and she says, there's no doubt in my mind, so she's on board with the team. She gives the team answer.
 
And Harry is really trying to push this sponsorship sale to Belle Jolie. When Ken makes an argument in favor of it, Harry makes some dismissive comment back to him. So he's really trying to keep him out of it, because he's still sensitive over Ken's higher salary.
 
Steve: And I think we've also got the broader theme that we've seen a lot of this season, that we are in a period of social change, and this is one of the ways it manifests itself in terms of risky TV episodes that are both scaring away advertisers and then potentially attracting advertisers.
 
Jenna: And ultimately Belle Jolie decides it is too controversial a topic for their family company.
 
 
Steve: We roll out of this scene to Harry entering Roger's office. And it's clear Roger has asked Harry to come in.
Harry, being nervous and a little paranoid, is worried about what this might be about. And there's this fun little back and forth between them as Roger talks about what something's come to his attention. Someone had brought it to Cooper.
 
Jenna: Harry's worried. “Someone told on you.”
 
Steve: Yeah, Harry's worried about it. So they have this really fun back and forth before it becomes clear that Cooper and Roger don't have any problem with pitching edgy advertising opportunities to Belle Jolie.
 
Jenna: You're in here. I'm smiling. What do you want?
And Harry, in this moment, finally says the right thing. He says we should have a television department. The other agencies all have them and I should run it. And Roger gives him his blessing. Then Harry follows up with a raise.
 
He says I should get 310 because it needs to be higher than Ken. And Roger goes, nobody makes that much. And of course, Harry cannot argue the point how he knows that somebody, in fact does make that much.
 
And I did wonder about that, what qualifications Harry has to run the TV department. Because they don't really talk a lot about how Harry's job is specific. Like we understand Sal's job and Pete and Ken's job, but not especially this before he runs TV. So I don't know. Did you have any thoughts about that?
 
Steve: Yeah, I kind of liked it because in my working career, whenever there's new technologies or new things, often companies are a little slow to get on the bandwagon and to figure them out.
 
So often it seems like there's individuals who show the initiative and energy to jump into the middle of them when nobody knows anything about crypto or whatever it is. The first person to start jumping in and display some knowledge, then starts to leverage that to gain more knowledge, and the next thing you know,
they're differentiated in the head of whatever group.
 
The writing here really reminds me of that, you know, and it's just funny to think back to an age when it's got to do with television advertising, which, again, is one of these changes that's just going to start to dominate in the 60s, yet they're at the front end of it. I really enjoyed that, that bit of writing.
 
I also thought it was funny when Roger says, hey, how much do you want? And Harry asks for 310.
And he's told, don't be greedy. And then Roger says, 225. Just say yes.
 
Jenna: 225, and I'll throw in new business cards. Say yes.
Yes. Roger goes, you drive a hell of a bargain. And Roger orchestrated all of it.
 
Steve: Yeah, I just. I just love John Slattery's acting here. It's just he's so charismatic and likable, and I love when the writing sets him up to deliver these sorts of lines.
 
 
Jenna: Next, we move into dinner at Lutece. We see Mrs. Schilling was not aware that Jimmy Barrett was planning to come.
And this actress does such a good job of humanizing the pain he inflicted. She's dignified, but he hurt her. And her husband obviously cares about that. He cares about her feelings.
 
Steve: The interesting thing is this is the dinner for Jimmy to apologize. And they're not present. We don't have Jimmy or Bobbie at this point, so everybody's seated and kind of waiting.
 
When Jimmy and Bobbie do arrive, we don't get any sense of contrition or cap in hand from Jimmy. He's coming in just riffing and being Jimmy. He notices Betty and his jaw drops. And then he's just back to ordering a drink, you know, rather rudely, and starting to make conversation with Betty.
 
The whole purpose of the dinner seems stalled or blocked at this point, because nothing is progressing in that direction.
 
Jenna: Yeah, he really doesn't seem ready for this environment at all. And the waiter gives him a couple of looks, and Bobbie even admits, I hope you like spit in your food, because he's so crass.
 
He says to Don and Betty, my God, are you two sold separately? Which is another nod to how attractive they are. Like dolls. Which is not a bad description of their relationship at the moment.
 
He says that Betty is definitely JFK's type and he's met him. So Jimmy Barrett loves a name drop. And he tells Don he loved him in A Gentleman's Agreement. That's the 1947 film starring Gregory Peck.
 
Jon Hamm does bear a resemblance to his look in that movie. But the story is also about a man going undercover, so that tracks for Don.
Bobbie excuses herself from the table, and not long after, Don follows.
 
 
Steve: We then jump from the restaurant back to Harry at home with his wife, where she's knitting for the baby. She expresses that she's proud of Harry for having got the raise, but also very proud of him for being the head of TV at Sterling Cooper.
 
It's a fun little domestic scene between the two of them. And I think we can see some of that partnership, perhaps that's lacking in, say, Don and Betty's.
 
Jenna: We can also see a little bit of Harry being self conscious about the fact that Jennifer does work. Trudy doesn't work, Betty doesn't work, Mona doesn't work, but Jennifer works at the phone company.
 
And so he says, you know, are you feeling okay, because she's had the morning sickness. He says, you don't have to go in if you don't feel well enough. And she says, oh, you're sweet.
She wants to go in because she's really excited to brag, she says, about her husband's new position.
 
Yeah, you see them snuggling close. He's had an affair and he told her about it, but they seem to have moved past it. If she's a little bit of a climber, I mean, so is he.
 
Steve: Yeah, absolutely. And as well, something that you see recurring in the writing in this series. All the wives have this inflated impression of the importance of their husbands. So there's that vibe here as well. And you can tell it's just the husbands pumping themselves up and their importance.
 
And you know, when they go - went to the party in an earlier episode this season,
Trudy's like, you know, all these, you know, all these people work for you. And it's like, well, not really Trudy, but probably based on what Pete tells her at home.
So I like the realism of that. You know, who doesn't want to shine the spotlight on themselves in their own role?
 
 
Jenna: The next scene takes us back to the restaurant and it's the ladies sitting room where Don has followed Bobbie Barrett and he demands that Jimmy get to the apology. And she says she took a look at his contract and she wants $25,000 because even if the shillings fire Jimmy, they have to pay him because hurt feelings isn't a very good reason.
 
She has no concern for how people feel. She said earlier that it's a compliment to get the Jimmy Barrett treatment. So she really isn't disturbed by how Mrs. Schilling feels or how anybody who's insulted by Jimmy feels.
All she's concerned about is how much money she can get from moment to moment.
 
Steve: Yeah, it's a pure power play from Bobbie with no hesitation.
And I think at this stage, Don knows exactly what he's dealing with here because we know, Don is a man of the world. He's had a hardscrabble background, so he knows plenty of Bobbie Barretts, and he knows how to deal with them.
 
So his decision on how to push back against Bobbie is basically go in with full force from his side. And he talks about ruining Jimmy, being willing to sort of go to the mat in order to make them suffer the consequences of his bad behavior if he destroys this account for Sterling Cooper. How did you feel about that?
 
Jenna: Okay, well, it's not what he says, it's what he's doing while he says it, that makes this scene definitely a standout in the whole series.
He reaches under her dress, he tilts her neck back, and he says, I will ruin him. Do what I say.
 
This feels like the first time he has asserted more power over her, but it does feel like she enjoys giving that power to him. She doesn't have to make Jimmy apologize.
I think she does want more out of this relationship, and I think him asserting this power does seem to be turning her on.
 
I think she's going to acquiesce not because of the money, but because she's interested in this relationship with him.
 
Steve: Yeah, I totally agree with that. I think Don's actions here make him even more exciting and interesting to her than if he were to cave or say, okay, great, you know, let's give you the extra 25k.
 
The fact that he responds with force just makes him probably something rather unique or special in the array of people she interacts with.
And I think she loves it. And I think, like a lot of strong, powerful people, she's not threatened by it or intimidated by it. It's exciting and interesting to her, and she's makes up her mind that she's going to go in and make sure Jimmy issues the apology.
 
Jenna: So they rejoin the dinner table separately. Bobbie invites Jimmy to apologize, and he says, I was out of line the other day. I shouldn't have said it to you or anyone. There's the guy under the lights and there's me. He's made me rich, but he hasn't made me very nice. I hope we can put it behind us.
 
In terms of apologies, what did you think? Did you think that was sufficient? Did you think it was sincere?
 
Steve: I think it was more of an apology than I would expect from Jimmy Barrett.
Not that it was the world's greatest apology or by normal human standards, but for Jimmy Barrett, it feels like he's gone pretty far on it.
 
In the commentary, Weiner makes an Interesting point that since Bobbie comes back to the table and initiates the apology, and Jimmy would likely know that they're going with their counter before they issue an apology, he hasn't had the chance to hear how things went out.
 
So he likely assumes that Don has caved and given the extra money as requested. So now he's got a green light to issue the apology.
I was thinking there's probably a pretty interesting conversation after the dinner when Bobbie makes it clear there is no additional money and he just apologized as Don had insisted from the start.
 
 
Jenna: It's very self centered. It does seem to be sincere and I mean believable. Like you could believe that doing this work in this way would make him this way and that it would be something different from who he is privately.
But he also isn't terribly concerned for her well being.
 
She answers, I know it's what you do. I guess I just don't have the stomach for it.
And the camera shows Jimmy, Bobbie, and Don all understand the obvious joke and nobody says it. It does not play funny at all to me. We don't need a laugh at Edith Schilling's expense here.
 
Jimmy, Bobbie and Don all have their own flaws and mistakes in abundance. So for them to look there and say, oh, look at us being virtuous for not making the joke in this moment, I didn't love that.
 
Steve: Yeah. And I confess I'm a real fanboy of this series.
But the biting of the hand also seemed to be a physicality and hamminess to it that I think the scene could do without because we all get the obvious joke.
I mean, none of us are comedians, but we all see it as well.
So I wish they would have gone with a little more subtle layout in that particular moment.
 
Jenna: I have a similar complaint with the next scene too, and it's a little bit different, but it's the same idea. We see Don and Betty driving home from the restaurant and Betty starts to tear up and sniffle.
Don asks what's wrong? And she says she's so happy. While she's crying.
 
She says, we make a great team.
And, when I said I wanted to be part of your life, this is what I meant. And he puts an arm around her.
Even though she played her part perfectly, I can't believe this really is enough for her. She likes being useful and successful, but she knows he's still distant even if she doesn't know he's cheating again.
 
So these tears, you know, this idea, you're so profoundly sad - she does seem profoundly sad. It doesn't seem like this is genuine happiness.
So it seems - again, I mean, I know we always have a conflict between what the characters in Mad Men say and what they actually do and what they believe. But I don't buy this from her. I don't buy that she came home from this dinner super satisfied with the way things went.
 
Steve: Yeah. I don't know. Trying to put myself in the character's head.
Is it a matter of projection where Betty's looking at what she's missing in a relationship and then attaching greater importance to it and thinking that that's the path to true happiness?
 
We know it isn't, and even if it were to occur, it wouldn't be sufficient.
But I wonder if maybe in the moment, as she's grasping for straws and trying to find ways to salvage this relationship, is that really what's happening here? And it's kind of a halo effect where she's focused in on this and thinking that's a path or a doorway.
 
I just think of all the people in everyday life which, you know, attach that sort of significance to the school they go to or the town they live in or the new house they need, and they get that, and then it turns out that that's not the solution.
 
Jenna: They have such an imbalance of power. I mean, if she had any idea that she was sitting at the table with a woman who her husband just had sex with and that he had had his hand up under her dress at the same dinner where she was sitting there . . .
 
Not that she wants to know those things specifically, but she just doesn't have anywhere near the information about this man she's married to to make any kind of informed decision.
 
And he's not going to share things that she would like to have shared with her, either. He's just - he's not going to deliver that. And I think she has to start to know that at this point. And it is sad. And I agree with you that she still wants to make it work,
but I think those tears are partly because it just doesn't.
 
Steve: Yeah, I get that vibe as well. And if I think back to the line, I think it's the prior episode where she say, says, you know, I just wish you would tell me what you want.
And we can see Don's interest and excitement with Bobbie Barrett, but that's a side of himself that he totally conceals from Betty.
 
Maybe she can intuit it or figure it out, but it's certainly not something that he's openly portraying and expressing to her in terms of what, what makes someone interesting or exciting to him. Um, so it, it does feel like she's trapped.
 
Jenna: Well, and he also, he does not have any interest in the things she dreams of or things that she wants to talk about. He doesn't make time for that. He's not curious about her. He thinks he understands everything there is to know about her.
So he does not invest time and interest in her either. And then I think that that spirals a lot of of what else happens between them.
 
The closing song is Roses and Lollipops by Jack Jones.
The lyrics talk about being kind to the woman in your life.
It says, one day she'll smile, the next day she'll cry.
Minute to minute, you'll never know why,
get her roses and lollipops.
 
If only that were enough.
 
We'd like to thank Victor M. In Highlands Ranch, Colorado for your positive feedback on our show.
 
If you like our podcast and you're willing to write a positive review,
we really appreciate that. Those five star ratings and good reviews affect how visible a podcast is on Spotify, Apple Podcasts and other platforms, so thank you so much for listening and for helping other people discover our show.
 
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.
 
Jenna: Thank you.
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      • Mad Men S3 E5 The Fog
      • Mad Men S3 E6 Guy Walks Into an Advertising Agency
      • Mad Men S3 E7 Seven Twenty Three
      • Mad Men S3 E8 Souvenir
      • Mad Men S3 E9 Wee Small Hours
      • Mad Men S3 E10 The Color Blue
      • Mad Men S3 E11 The Gypsy and the Hobo
      • Mad Men S3 E12 The Grown-Ups
      • Mad Men S3 E13 Shut the Door. Have a Seat.
    • Season 4 Episodes of Mad Men C to Z >
      • Mad Men S4 E1 Public Relations
      • Mad Men S4 E2 Christmas Comes But Once a Year
      • Mad Men S4 E3 The Good News
      • Mad Men S4 E4 The Rejected
      • Mad Men S4E5 The Chrysanthemum and the Sword
      • Mad Men S4E6 Waldorf Stories
      • Mad Men S4E7 The Suitcase
      • Mad Men S4E8 The Summer Man
      • Mad Men S4E9 The Beautiful Girls
      • Mad Men S4E10 Hands and Knees
      • Mad Men S4E11 Chinese Wall
      • Mad Men S4E12 Blowing Smoke
      • Mad Men S4E13 Tomorrowland
    • Season 5 Episodes >
      • Mad Men S5E1 A Little Kiss Part 1
      • Mad Men S5E2 A Little Kiss Part 2
      • Mad Men S5E3 Tea Leaves
      • Mad Men S5E4 Mystery Date
      • Mad Men S5E5 Signal 30
      • Mad Men S5E6 Far Away Places
      • Mad Men S5E7 At the Codfish Ball
      • Mad Men S5E8 Lady Lazarus
      • Mad Men S5E9 Dark Shadows
      • Mad Men S5E10 Christmas Waltz
      • Mad Men S5E11 The Other Woman
      • Mad Men S5E12 Commissions and Fees