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Mad Men C to Z S5E8: Lady Lazarus Podcast Episode Transcript

6/21/2026

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This is the full podcast transcript for Mad Men C to Z, season five, episode eight, Lady Lazarus. The AI transcriptions provided by podcast distributors aren't reliable with character spelling, punctuation, and sometimes, even which speaker is talking, so we're providing a human-edited version here.
You can listen to the podcast here.

Find more details about Lady Lazarus on our episode page, including links to cultural references, voting for your favorite lines, and responding to our Double Dip questions about the episode.
Follow us on socials @MadMenCtoZ, and thank you for your support!
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You want to quit?
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Pizza House!
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You are not mad at me, so shut up
Mad Men C to Z S5 E8 Lady Lazarus 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: 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 re-watch.
 
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: This is Mad Men C to Z, Season 5, Episode 8: Lady Lazarus.
This episode was written by Matthew Weiner and directed by Phil Abraham.
Lady Lazarus, of course, is the title of a Sylvia Plath poem about a woman who wants to live and die on her own terms.
And like the biblical story of Lazarus coming back from the dead, in this episode we see Megan starting over.
 
The episode opens, though, with Pete on the train with his buddy Howard, the insurance salesman, and Pete lets Howard make him an insurance pitch.


 
Steve: They know each other from the commute, but there doesn't seem to be much in the way of real friendship here between them. You know, they're sort of commuting pals who sit near each other and maybe have a little small talk on the train.
 
Jenna: Yes, I appreciate that, too, because these people really figure in our lives, right? They're people we come in contact with on a regular basis, but they're not people we would choose, necessarily.
 
Steve: And Howard is sharing with Pete some pretty intimate details of his wife. Like, Howard makes no bones about admitting that he has a new mistress in the city.
He's got her an apartment, he looks after his wife here in the burbs, and then he spends plenty of time away in the city living the life. And he doesn't seem to have any shame about this life.
 
Jenna: No, he's so gleefully rude about his infidelity. I was really - even in this era, I was surprised.
This attitude Howard is showing here gives Pete permission not to feel guilty about Beth later, even though we haven't met her yet.
 
Pete asks, well, what does your wife think about having an apartment in the city?
And Howard says, she's happy I provide for her. And we're going to learn soon that nothing about Beth is happy. So, yeah, we don't love Howard.
 
Steve: Pete gives him permission to make his pitch. But we also see that Pete is a little uninformed. He thinks the company life insurance policy covers him, which is not what it's for.
Company life insurance policies on executives or partners at a company are meant to indemnify the company from damages suffered if they were to lose this individual, this executive.
 
So Howard knows that that's his angle then,
to go at Pete to say you actually don't have life insurance and your family actually isn't going to be looked after in the event of something happening to you.
 
Jenna: Yes. And we get close to a truth call-out as Howard is speculating about Pete's policy.
And Pete says, I don't think you're right about that.
But then he also, Pete brags here about how his policy covers suicide after two years.
Kind of a weird flex.
 
But I think this is important - this is an important detail and foreshadowing. And we've seen these references to suicide throughout the season. So here's another one, and it just keeps coming up. And of course, with this episode title being Lady Lazarus and Sylvia Plath, the poet, dying by suicide, there's just a lot here, even in the very first scene, about that.
 
Steve: Also, we should point out Pete doesn't seem to be especially approving of Howard's life. You know, he asks if he's worried he'll be caught near the end of the scene, and the look on Pete's face is pretty sour and disapproving.
 
 
Jenna: In the next scene, we see Megan taking a mysterious phone call that she obviously wants to keep secret from Don.
I don't think I ever believe this could be an affair, but we also don't ever really get to see Megan's life outside of Don or Peggy and work. You know, we don't follow her for a day, so we're not sure what she does in her free time outside of her marriage to Don and her workday.
So it's hard to make a guess about what this could be.
 
Steve: Yeah. I think the makers of the series, though, are very clearly trying to insinuate that Megan is having some sort of illicit affair. Like, that's where the mind jumps on the first watch.
 
Jenna: Is that what you thought, though? Did you believe that of her?
 
Steve: In the absence of anything else? Yeah, I think I jumped there.
 
Jenna: Okay. I mean, it is kind of a traditional expectation.
 
Steve: So it's just playing the odds because you're right - it could be a million things.
 
Jenna: So as Megan goes to make her secret phone call through the glass, we can see Ginsberg making a presentation to the Chevalier Blanc clients.
 
The ad idea is a play on the 1964 Beatles movie A Hard Day's Night, and that is a movie about a fictional day and the life story of the Beatles. So they're attracting a lot of fame and fans, and the tagline for the commercial is: Chevalier Blanc - more trouble than it's worth.
 
And Ginsberg compares the end of the spot to the end of The Birds, Hitchcock's 1963 horror film.
So, like, the horde of girls are just that threatening.
 
Steve: It's clear here that the clients want to tap into this hip new culture, so they're really focused on, you know, what kind of music would it be? It needs to bring chaos and fun, and that adolescent joy, all these things that they associate with the Beatles.
 
After the clients leave, we can see how detached Don is from that.
He's very much of a prior generation, and although he's cognizant that there is this youth culture going on, I think it's obvious Don perceives himself as outside of it, and he's really not up to speed. He's looking to Stan and Michael to be the lead on the music, since they're young and presumably hip.
 
Jenna: Except he doesn't trust them to choose the music, because he decides he's going to just tell the team he'll ask Megan what song and what band, and he says, she'll know.
 
And nobody on the team appreciates that all that much. But what a shift that Don puts trust in Megan like that, because he's leaning on her professional and her creative knowledge.
 
Ever since Heinz, he saw Megan differently.
So she wasn't just his second chance to save himself and pretend his way into a happy life - now Megan is actually useful at the firm, and I think that surprised him to discover that about her.
 
Steve: In his commentary, Matthew Weiner talks about how advertising is on a bit of a treadmill. It's always struggling to keep up with what's hip and cool.
However, once advertising gets what's hip and cool in its clutches,
that's probably the death knell for whatever was hip and cool and something new is now coming in to replace it that hasn't been embraced by the mainstream and commercialized to that extent.
 
Jenna: I also wanted to make a brief point going back to this line . . . the client says, all we want is the chaos and fun, that adolescent joy.
And you talked about Don not feeling that or being separate from it.
But Roger and Pete also have been lamenting what they've lost as time passes,
even though all of them have a lot to appreciate. So I just thought it was such a funny line.
 
And also, I mean, I think Roger should put chaos and joy on a T shirt and maybe, maybe adolescent joy should go on his business cards because it's kind of his mantra now.
 
Steve: It's a rough time to be getting older in this period of the mid to late 60s, because that break with the past is just so profound. It reminds me of that Rolling Stones lyric from Mother's Little Helper:
What a drag it is getting old.
Or even The Who’s My Generation: Hope I die before I get old.
 
Pete, Roger, and Don are all facing that dynamic. And the irony is, recently we've seen Roger,
since his acid trip, basically do much better with it because he seems to have let go a lot of his lamenting and looking backwards and really seems to be starting to live in the moment and embrace the present in a much more positive way.
 
Jenna: And that's a great segue into the next scene,
because I feel like this scene between Roger and Pete almost seems like a throwaway bit, but it does two really important things.
 
First, we've seen Roger begrudge Pete for edging him out of the business.
And here in the scene, as you say, after his LSD trip and splitting up with Jane,
it feels like Roger is genuinely more accepting of the fact that Pete's star is on the rise and his is fading.
 
And Pete, of course, is suspicious of Roger being so easygoing and generous to him. So I love when Roger offers him skis from a client and Pete goes, do they explode or something?
 
Steve: Yeah, I think Vincent Kartheiser does a great job of showing exactly that hesitation and suspicion of sort of, what is Roger up to? What's the catch here?
And as he realizes there really is no catch then he lightens up and his mood brightens.
Pete's arriving, I think, and we can see how happy that makes him, at least professionally.
 
Jenna: He is arriving, but in this scene, I don't see him made happy by it.
He's awkwardly hauling the skis out, which is great because Roger goes, I got to see that.
 
But the skis aren't making him happy. And the client asking for him and Roger knowing about it doesn't make him happy. None of this is enough.
 
And that's striking because you're right. In the past,
Pete is very happy to be the favorite and to be the most successful in the room,
but that's the important business here.
 
If you look at his face, he isn't smarmy and showing off in front of Roger.
It's not the dream he wanted.
 
Steve: Yeah, it seems to be almost this careful what you wish for - you might get it.
And now he's finally getting to hold it in his hands.
And, yeah, you're right there - it doesn't seem to be everything he imagined it would be.
The next question is, okay, then, what is it you're seeking? And I'm not sure he knows the answer to that.
 
 
Jenna: In our next scene, Megan and Don have a quick conversation. He's leaving for a client dinner, and she says she's staying at work.
And Don asks her, when did music become so important?
Everybody's looking for that one song. I don't know what's out there.
And Don seems a lot less cool than he has been to ask this. I mean, no judgment. I certainly feel out of touch now.
 
It might be a giveaway about Don growing up poor. But my grandmother lived through the Depression and World War II, and she talked about going to dances and big band music, and there's so much 50s rock and roll. So I understand Dick Whitman wouldn't have listened to music as a child where he grew up, but surely he'd find his way to it before now, especially in New York.
 
So this seems really out of touch for him, especially as an artistic person, to not have a connection to music or understand its importance.
 
Steve: I think it's hard for us in modern times to just grasp how much more limited your access was to music back in the day.
A lot of music was very limited to sort of this top 10 of, you know, these are the 10 popular songs across the country. They're constantly changing.
 
Even the idea of, you know, concept albums. And we'll see later in this episode when Revolver comes into to play . . . if you contrast it to today, where, you know, everybody's got earbuds and they're listening to what they want to listen to – they have infinite selection - it's hard to grasp just how much more restrained music was, even though it's causing these massive scenes, you know, like the popularity of Elvis, or when the Beatles came and did their concerts or on the Ed Sullivan show, it's really breaking into a newness and a dominance.
You know, the notion that Mick Jagger would still be dancing around in his 80s was ridiculous.
 
Jenna: It's interesting, too, that Megan is so much more comfortable with the ambiguity about music, because she says, it's always changing. No one can keep up.
 
And she's young and Don isn't.
Also, this really is helping us see Megan has capacity for change in a way that's starting to narrow for Don, and that's important in this episode.
 
Steve: Yeah, I think the writing is really trying to emphasize that age gap between the two of them. It's not just the age. It is the profound difference in the generations.
 
Jenna: So Don has taken off for his client dinner. Peggy's working in the creative lounge, and she sees Megan come out in a new dress. It's different from what she wore to work.
And I actually love this moment here because it tells an important story.
 
Peggy loves staying late and getting her work exactly right.
So Megan is checking in about some this project,
and she says, they're exactly the way you dictated them to me.
 
And Peggy isn't blaming Megan. She's just enjoying the problem of improving the work.
If Megan sat down and wanted to brainstorm how to take the work from a 7.5 to a 7.9, Peggy would love that conversation with her.
But Megan did the work. The 7.5 is good enough, and she's not going to lose sleep over it.
 
And I love that Peggy giggles at herself about it. She knows she's in her head.
She's not looking at Megan like she's a slacker because she's ready to leave. She knows she's a little intense about it, and she laughs.
 
And she also leans into her intensity about work. And I think that's a really kind thing to Megan, and a really self aware thing for Peggy and also a very confident thing to say, this is important to me. I'm staying late, I'm going to get it just right and have that satisfaction.
And we've talked about the cost for Peggy of being that way.
 
Steve: She's the earlier version of Don Draper. That's exactly what Don Draper would do, except it's okay if he comes home late or doesn't go out to the burbs because he can go to his mistress in the city.
But, you know, back when Don was focused on the work, he's the kind of guy who would like, you say, try and take it from a 7.5 to a 7.9 by working late.
And that's where Peggy is now. So it's interesting to see this parallel. You know, she really is his protege in so many ways.
 
 
Jenna: Later that night, we see Pete getting off the train and he heads to his car with his skis awkwardly again. And here he meets Howard's wife.
Beth Dawes is played by Alexis Bledel, who was Rory Gilmore on the Gilmore Girls,
and she later married Vincent Kartheiser, who plays Pete Campbell, and they met on the Mad Men set.
You may also recognize Alexis Bledel from The Handmaid's Tale, where she starred with Elizabeth Moss, actually. She also had performances in The Sisterhood of the Traveling Pants, and in Sin City.
 
Pete doesn't really want to have anything to do with Beth at first.
He knows Howard's secret. It becomes immediately clear that she not only knows, but she knows Pete knows.
And almost everything Beth says is sad and unusually honest.
 
Steve: He's a Dyckman Campbell, so he's doing all the right small talk and ensuring he doesn't reveal any of Howard's confidences.
But through all of that, Beth is speaking her truth.
We can see this makes Pete uncomfortable. He'd be much more comfortable if she just stuck to the social graces. And she just doesn't have any of that gloss on her.
 
Jenna: No. And there's nothing romantic or insidious on Pete's side. As he's driving her home,
she talks about homeless people becoming invisible.
And she says, “I never heard your name, yet you know where he is, and I don't” about her husband.
 
And she tells Pete he's an awful driver. And I would think all of these things, or any one of these things individually would make Pete really detached from her.
 
But I think Pete is so lonely and sad himself that even though this isn't proper conversation, I feel like it's a relief to him to find somebody else who's struggling and lost.
In spite of himself. he seems a little bit intrigued.
 
Steve: Well, and the irony is even greater, because if Howard really was working late or entertaining clients or something, you know, that would be sad that Pete knows that that's what he's doing and Beth doesn't.
In this conversation, she's sharing what verges on intimate details of the pain or dysfunction in her relationship with Howard.
 
Jenna: Yes. And the tragedy of her marriage is actually in this conversation when she says,
we got an apartment in the city, and then she kind of laughs under the word “we” because it's not for her.
And she knows exactly what he's using it for. It's really sad.
 
And the fact that she's saying this to Pete is really awkward because they just met.
But at the same time, he does know, and she knows he knows this. This is weird bro code, but it's so bad that she might as well just talk about it, because the truth of it is so painful.
 
Anyway, what does it matter if Pete knows how terrible it is, because she's in a really bad place. We're going to find out more about that, but the misery starts right here.
 
Steve: Well, and this is such a recurring theme of Mad Men, right? It's this putting on airs, these masks that people wear because they understand that's the societal expectation or that's what people do, when the messy reality behind the mask is so different.
 
I don't think Beth has any illusions about the status of her marriage and what Howard's up to.
And I also don't get the sense that she's saying any of this to manipulate him or she has any designs.
 
 
Jenna: Back at the office, where Peggy's still working late,
Don's gotten home from his client dinner and he calls the office to find out where Megan is.
 
So now Peggy knows Megan lied to her because she isn't with Don.
And I love Peggy's stream of consciousness about where Megan could be until she realizes mid sentence it's not her job to solve this problem.
 
And I love that when Peggy asks, isn't she with you? Don goes, “Yes, we're playing a hilarious joke on you.” It's so perfectly impatient.
And it's much more interesting than no other shows would just write “no.”
 
Even here in this tiny little moment about the discovery of this lie, which is very important,
we get character definition.
 
Steve: And I think as Peggy clues into the fact that something's going on,
she simultaneously gets a flash of the danger warning. You do not gonna get in between your direct report, Megan and your boss, Don, and whatever's going on in their relationship.
 
 
Jenna: So Pete pulls up to Beth and Howard's house, and as Beth gets out of the car,
she says, “I don't think he'd care if I was alive or dead.”
And we talked about references to suicide this season.
Pete follows Beth here. He's concerned about how she's speaking.
 
And I really, I don't think he has anything illicit in mind when he follows her inside the house.
And when she kisses him, he stops her and he says,
“You just want to get back at him.”
So that's admitting Howard has been cheating,
but he's also, I think, genuinely concerned for her.
 
Steve: Yeah, I think he is too. When do you think Beth decides that she's going to throw herself at him?
 
Jenna: I think the fact that he follows her in the house and expresses any kind of care,
which makes her really lonely and tragic, because that level of attention is enough to feel like maybe this is something that will ease her pain.
 
But I don't get the sense that it happens in the car.
So I think it's just a spur of the moment decision. He happens to be in the house, he happens to be available to her, and maybe for a little bit, she can feel better.
 
Steve: Yeah, that's my vibe too. I don't think she had designs on him at all. I think it is just a physical diversion in the moment.
 
Jenna: The next scene is such a favorite, and it's really short, and I don't know that we have to have it, but I'm so glad it stayed in.
Peggy's still at the office. The phone rings again.
She knows it's Don calling, but she doesn't know where Megan is. She doesn't want to be in the middle of that.
 
So she picks up the phone. And when Don says hello, Peggy screams, “Pizza house!”
She screams it into the phone, and she hangs up.
And then she looks at the phone like, “I carried a watermelon?” because what was this plan?
Show me the person who hasn't made a stupid choice in an uncomfortable situation. I mean, that person is much cooler than I am. I love Peggy for this.
 
Steve: Yeah, she bungles the phone call, but she gets it right when it rings again afterwards,
you don't pick up the phone because nothing good is going to come out of that call. Stay out of it, Peggy.
 
Jenna: And she knows he's going to keep calling,
so she takes a drink, she turns out the light, and she goes home so she doesn't have to listen to the phone ring. She doesn't have to have this intrude on her any more than it has.
She's trying to keep that professional separation.
 
Steve: Back at Beth and Howard's house, Pete looks like he's in seventh heaven.
It's quite a difference when we see Beth.
She's not in the same place as Pete. And to me, it suggests that this was a fundamentally different encounter for each of them.
 
Jenna: I agree.
When Pete and Beth are lying on the floor, he looks happy and comfortable for the first time this entire episode.
And Beth's words are revealing she's not well.
She says men pay attention to how she looks, but they don't listen.
 
And she talks about the pictures of the Earth from space.
She says, “It didn't bother you to see the Earth tiny and unprotected and surrounded by darkness?”
And this absolutely reveals how vulnerable she sees the planet and her life.
And Pete is all bliss here. He's ready to take compliments about his eyes, and she's ready to kick him out.
 
Steve: And she really initiates and drives that sort of, it's over, you know. Get dressed. Time for you to go. I'm not looking for anything more than this. This was just a little escape.
 
And I think Pete's hopes are much higher, that this is the beginning of something bigger, something that makes him feel good about himself.
And that's clearly not on her agenda at all.
 
Jenna: It's kind of a weird encounter, because I don't quite believe Pete would have fallen for her this strongly already.
And I'm also surprised that she uses him in this way and she's so cavalier about it and is done with him.
 
Steve: Well, and I think Pete probably interpreted her need as a sign of her own vulnerability.
But the irony is, after the act, he's the one who seems vulnerable.
You know, that's an interesting flip, I think, from what at least Pete was expecting this to be about.
 
And then when he's in the car outside, you know, fixes his hair, then we see the first sort of glimmer that he's now thinking about the implications of what he just did and feeling some guilt.
 
Jenna: He looks sick when he catches himself in the mirror. This is a different kind of betrayal than when they took the Jaguar client out for a good time.
He really feels something here with Beth.
Already going home to Trudy after this, he knows how bad this is.
 
Steve: Back at the Draper residence, Megan finally gets in.
Megan says that she just went out for a drink with friends.
Don seems to accept it with no problems. He's not suspicious.
You don't get the vibe that he has any concerns or skepticism about Megan's explanation.
 
Jenna: And it's important that all is well with Don now.
Megan's here. She is the thing he needs.
And that's a new thing for him, at least for this long in a relationship. He's been the one coming home late with a lie for so long.
 
Steve: Yeah, you'd think if anybody was going to be a little jumpy about that or paranoid, wouldn't it be Don Draper just knowing his own history?
 
Jenna: Or maybe it makes sense, because you know how sometimes smart people think they're the only smart people in the room?
Maybe Don is so deceptive, he thinks he's the only liar in the room who can get away with things. And he doesn't suspect other people, especially people he loves, of being able to trick him.
 
Steve: Yeah, and that might make sense, because if I think back to, you know, when Bobbie really upset him, when she said they were the same, how angry he was at that and how much it upset him so that that would fit for Don Draper.
 
Jenna: The next morning, Don and Megan and Peggy are all on the same elevator going into work. As they go into their offices, Peggy and Megan stop by the ladies room, where they can talk in private.
 
And there's some noise in the fandom about Peggy being mean to Megan in this scene.
But I don't read it that way at all. She's impatient, but she's honest.
 
And Megan here is guilty and apologetic. She reveals she was on a callback for an audition.
Peggy doesn't take that seriously at all. She cannot imagine a better career than this.
I mean, she's lucky because she loves her work, and she knows Megan is good at it, so she assumes Megan has that same mindset about it.
 
And you could read it as self-centered of Peggy to assume everyone wants to be a copywriter the way she does. But she's also being kind in the way she knows how.
She tells Megan she shouldn't give up.
And she wouldn't say that if she didn't believe Megan had talent.
 
And let's remember it's a pain for Peggy to have Megan on the team in the first place.
Don regularly takes Megan away early. Peggy is down a person on her team every time that happens. And she has to tread more carefully because Megan reports to her. But she's Don's wife, so Peggy can't offend Megan. It's just, it would be a lot easier if Megan left.
But Peggy encourages her to stay, because Peggy loves it and assumes that means Megan does too.
 
Steve: If I'm Megan, I'm noting this conversation because it's really a dry run of talking to Don Draper.
But the difference in this conversation is they're not in a romantic relationship.
So it's purely professional.
And I think, like you mentioned, Peggy's trying to be reasonable both as a boss and as someone who's very committed to her creative profession.
 
And then also see the individual that is Megan and to try and wrap her head around the fact that, hey, maybe it's not everybody's dream.
And we can see how sort of tense the conversation is, because like you mentioned, Peggy does start off, you know, kind of digging her teeth into Megan a bit here about, you know,
people would kill for this job, what are you doing? What do you mean you don't want to do it?
 
And then we can see Peggy get her head around it during the course of the conversation to say, well, you know, if that's not the way you're, you're cut out, okay, then, you know, maybe you are right to do it.
 
Jenna: And I think for me with the series, I'm used to being on the side of Peggy and Don's mentality about their work.
But when Megan starts talking about how there's no way out of this,
she talks about, I just was going to destroy the things that Stan said to the printer. And then she says, I realized they won't fire me.
 
This really irritates Peggy. It's like Peggy's moment with Allison when she accuses her of sleeping with Don and connecting in that way, and Peggy's like, ugh, no, girl. This is not it.
 
But we see for the first time, we're able to shift over into how much Megan really doesn't like this, how trapped she feels.
 
It's another really great scene where we sympathize with two people on opposing sides of an issue in Mad Men, and I love that it gives it to us.
 
Megan married this man. She's been Mary Poppins and Mary Sunshine, and acting out a part in her life. And now she has to reveal she's more than the sexy secretary who makes Don's life easier, that she has actual life needs, and those conflict with Don's wishes.
 
And I know there's some chatter in the fandom about people who think Megan is spoiled and she ought to be more grateful, but she's asserting her right to have her own life. I mean, she tried to be happy in this role. She did.
 
So it's inconvenient for other people. But can we begrudge her for changing her mind here? Do you think she's being spoiled?
 
Steve: Well, she's living a lie. She's living a lie, and it makes her miserable.
And I agree. I think that's a really important point. Your last one.
I think she gives it an honest try and even gets to taste some success.
 
The fact that Megan is so miserable about this, despite the fact that there's really nothing about it, that's awful, other than this is not how she wants to spend her time.
This is not her dream.
It makes me sympathetic to her. I don't perceive her as spoiled. I perceive her as someone who has alternatives.
Hey, if you're in that position and fortunate enough to have that opportunity, go for it.
 
 
Jenna: Next up, there's a meeting about Cool Whip, and Don and Megan do this adorable husband wife exchange about its benefits, and she invites him over and over, “Just taste it.”
 
I don't want to read too much into that, but Megan is acting out a part with Don about a product that's a fake version of whipped cream, which is pretty great attention to detail in terms of what's pretend and what's real.
 
Steve: Yeah. And I wonder how much of it is almost an allegory potentially for their relationship.
How much is acting, how much is not actually being true to what you really feel or think or need.
 
The treat for me in this scene is Elisabeth Moss as Peggy sitting there irritated because she knows the truth about Megan, even as Megan's killing it in this little reenactment of a potential commercial.
 
And kind of the way she's sitting closed with her arms folded across her chest and the rest,
and there's no dialogue for her, it's just she's pulling you in with the quality of her physical acting.
 
Jenna: And Don picks up on Peggy's failure to be impressed by the bit. He asks her, don't you like it?
So her creative opinion still matters to him.
 
And her answer shows she's still annoyed with Megan's dishonesty because she doesn't see the cute pitch, she sees the fake act.
And you can see her just clicking through her mind about every interaction she's had with Megan, and how Megan's been acting this whole time. And that, I think, really gets to her.
So she just says, oh, no, I do. I'm just absorbing it. It's like, ooh.
 
Steve: And then throw in the peril that Peggy knows this vitally important thing that Don is completely oblivious about, and she doesn't want any of it to come back on her when Don eventually learns of this.
 
 
Jenna: Next, in the office, Pete calls Beth from the pay phone.
And Pete is determined to see Beth again, but she shuts him down.
 
And she has this throwaway line about how I'd see your wife at the market if I ever went again. It emphasizes her loneliness and her depression.
So Beth doesn't go places that often, she doesn't have a lot in her life,
and Pete knows exactly how tiresome Howard is,
but he's pushing too hard.
 
I'm not sure what he's hoping to get out of this relationship because, like Suzanne, for Don,
it seems like a really dangerous choice for Pete.
 
Steve: Yeah, it doesn't seem like very mature decision making on Pete's part.
And visually, the scene really presents us with - we can see him holding Howard's card, you know, which he used to call Beth, and then his hand holding the phone up - you can see Pete's wedding ring.
So it's very clear that he has obligations, and this represents an emotional betrayal.
 
And like you mentioned, Beth shuts it down. She is not interested in it. She says, you know, just enjoy the good memory. Don't call me again.
And as we know from Pete, he's not very good at taking no for an answer sometimes.
 
Jenna: They also have this gag with Harry where he says, just a minute to who he's with, and he comes over and it's like, Harry, what do you want?
Nothing. You came over to me. You opened the door! [Laughing]
It's like, why did they have that? But again, it's totally real because these awkward moments between people happen all the time.
 
So it's Pete being really worried somebody's going to discover his secret, so he's trying to be on guard about that.
Rich Sommer doesn't really get a lot of material this season, but he makes so much of these little moments he has, and I like that he gets a little bit of comedic time. He does a great job.
 
Steve: Yeah, I think he's really perfect. And it's just a wonderful little gem parked in the middle of this scene.
 
 
Jenna: We've had an earlier scene where Don's wife wears no makeup and wakes him up in the middle of the night to tell him truths he doesn't want to hear.
In A Night to Remember, Betty confronts Don about cheating and whether he loves her.
 
And here, Megan, makeup free, wakes Don up in the middle of the night to talk to him about acting.
And this is a lot bigger rejection than Megan not sharing Don's affinity for orange sherbet.
 
I mean, if she had cheated on him and had a fling with some guy, it probably would hurt him less than her saying she doesn't want to do this job.
Advertising is a core part of Don's identity, just like Peggy. So Megan saying she doesn't want to do it feels a lot more personal.
 
Steve: We crap on Don Draper all the time, but in this moment with her,
despite whatever's going through his head, because I agree with what you just said,
I think he acquits himself very well here.
 
He doesn't say anything cruel. He doesn't try and shut her down.
He makes a few sort of weak, soft suggestions and then realizes she's bound and determined on this course.
 
By the end of the conversation, Megan's feeling great.
She's spilled this great secret to her husband. He's taken it about as well as she could hope he would take it.
And he's reassured her that he supports her, and loves her, and wants her to pursue her dreams and it's not a big deal. Now, how much of that is truth and how much of that is a lie from his perspective? And I don't think he's emotionally worked through this revelation at the end of the conversation,
but in terms of being a good, supportive partner in the moment,
I give Don Draper four stars on this one.
 
Jenna: I do feel like he takes this news a lot better than we expect him to.
I mean, he is as supportive as you could really hope he would be, I think.
He says, I don't want to keep you from your dream.
That's pretty generous, considering he didn't even know she felt this way 15 minutes ago.
And you would hope it would be your partner's response.
But we've seen Don be a lot more selfish with Faye and Betty and others.
 
It does take him a little bit of time to get there, because in some ways, Don understands Megan really well because he knows what it is to want a job.
Like when he tricked Roger into hiring him, or when he decided to start a new agency, and he had all that drive and fire about it.
But he's so into advertising, his brain can't even compute that Megan wouldn't want to choose it.
 
And he takes several rounds before he really hears what she's saying. You know, he says, you'll like it when you see your work on a billboard.
And, oh, it's been awkward with the other people. You could work at a different firm.
But when she says,
I don't want to do it, Don,
he says, “You don't want to do it?”
And it's just like, Peggy: “You want to quit?” Like, they don't get it.
 
Steve: But I think a key point here is,
yeah, Don Draper loves advertising, but he loves her being with him in this advertising.
 
So it's the love he has for her and their relationship and to merge that in with his professional life, that's really a best case, ideal scenario for him.
 
Jenna: In addition to feeling rejected for the passion and the work that Don thought they shared, Don knows having Megan at work every day keeps him on his best behavior, and believing his happy life is possible.
And if she's not there, it's going to be easier for him to fall into his old habits, and he doubts himself. And I think that's written on his face for sure.
 
Steve: Yeah, I, I, I think so, too. Her presence in the office solves a lot of potential problems. And if she's not in that office or she's off auditioning, I agree with you. The risk level just went through the roof for Mr. Don Draper.
 
Jenna: And I think it takes some courage for Megan to have this conversation with Don.
Betty could barely admit to Don she wanted to see a psychiatrist or that she wanted to keep modeling.
And here is Megan fighting to be able to pursue a dream of her own outside of Don.
 
And remember, she did say on the balcony in California about her friend, she said, I don't even want to be an actress.
And she told Don she dabbled in acting and painting, but she also expressed interest in copywriting.
 
So do you think she only ever said that to Don as an excuse to have sex with him in the first place, or do you think she just thought it seemed interesting and then discovered it wasn't?
 
Steve: I don't think it's the former.
I just don't get the sense that she was that calculating.
I think there is a natural dynamic where you admire your boss, you want to please them,
maybe you lean into saying things that elicit a positive response, and one thing leads to another.
We all have that element of the pleaser in us.
 
And the fact that she doesn't want that success and is willing to walk away from it,
I think that says a lot about her motivations and just how much her dream of acting is central to who she is and who she wants to be,
 
every bit as much as how surprising this is to Don, because especially I think, coming from his background and having to fight so hard to get where he is,
the idea of walking away from this sort of success and this perfect arrangement, at least from his perspective.
Yeah, he just can't get his head around it yet.
 
Jenna: I agree. I don't see Megan as a calculating gold digger who was just trying to get out of Don what she could. I don't think she was trying to fake Peggy and Don out.
I think she was trying to please people by acting until she got to the point where she couldn't fake it anymore.
 
 
Steve: The next day, as Don and Megan walk in the office, we can see how nervous Megan is.
Don's being very supportive, very positive.
But we can see, as soon as they part company, Don's entire demeanor changes.
Now we see the real Don Draper, who's bracing himself for a tough day.
 
Jenna: I was surprised by how teary Megan is as she's walking in to say goodbye on her last day,
and she feels guilty about claiming what she wants. She doesn't want to let people down.
I think this is still common, especially for women in a lot of situations.
 
And I find it so depressing that Megan is so upset all day instead of excited about her possibilities. And you, Steve, have this saying that I really agree with about endings, about how all you can see is what you're losing, and you don't yet know all the good things that are going to be part of your next new thing.
 
And Megan is probably worried about whether she can be successful as an actress, and whether this is a foolish mistake.
And I think that's a very real thing that we don't often see in television.
 
Steve: Where does Don Draper go to after they part?
He's quickly in Joan's office, and he tells Joan that Megan's quitting, asking Joan, you know, how do we handle this? An announcement, a party?
And Joan being Joan, she quickly seizes control and says she'll look after it.
 
Jenna: Yeah, there's a fair bit of trust on Don's part with Joan to know how to navigate this and for him to ask her for help.
And Joan is very calm and with whatever he's going to tell her. But don't you think - I mean,
she's either expecting that Megan is pregnant or they're getting divorced, right?  Like, those are the two things that she expects, I think.
 
Steve: Yeah, I absolutely think Joan has made some assumption that's not correct in this case.
He's not happy. He's not in a good place about this. It's - he's gritting his teeth, because it needs to be done and to move through.
 
So she would further interpret that as confirmation of, you know, one of the possible classic scenarios for why Megan's leaving the firm.
 
Jenna: So Peggy goes into her office, where Megan is sitting behind Peggy's desk.
And again, Megan doesn't have her own desk. She's either typing in Don's office or she's sitting at Peggy's desk. So she's never really had a place here, exactly, as a copywriter.
 
So Megan is feeling all the feelings, and she's trying to announce she won't be working here anymore. And it's hard to talk about.
And Peggy has to bark at Ginsberg and Stan to even get them to listen.
 
Steve: Well, and then we get a great comedy moment here. And he's just got so many great scenes, and he delivers them so well.
Ginsberg says, you know, did he fire you? That son of a bitch!
 
And it's so perfect, because he's all ready to be righteously indignant, you know, about Don's mistreatment of Megan when it turns out, okay, that's not the case at all.
 
And then we've got Stan. He goes, are you kidding me? You know, there's no respect. He's not reading the fact that Megan is very emotionally upset in this moment.
I guess we can see why Peggy's the one who's in charge of them, not the other way around.
 
Jenna: Well, Stan laughs at Megan when she says she wants to act.
Peggy reprimands him, but she says - Megan says - no, I'd better get used to it.
So the idea that instead of something to be admired, he’s scoffing at her for it.
 
And Ginsberg has all these weirdly specific questions about whether Megan will get costumes that include shoes. It’s great.
 
In spite of Stan and Ginsberg not knowing how to handle their lives,
Peggy is a good friend and boss to Megan here.
She looks her in the eye and she says, are you sure about this?
And it's a real choice she's offering her.
 
It's a pause so Megan can say, you know, like, you can change your mind, and you can stay, and I will support you.
And again, it is a lot easier for Peggy if Megan goes.
But Peggy is clarifying, you know, is this really what you want?
 
And then Peggy respects it.
She tells the guys, it takes a lot of guts to leave.
Ginsberg has a funny bit about Megan owing him $15 for lunch. What's he gonna do, ask Don for it?
And this is so real because, you know, Megan wasn't trying to take advantage of Ginsberg, but $15 to her is not the same thing it is to him.
 
Steve: Well, and then Stan pops the bubble of self importance about advertising, and what they're even doing here, you know, to say, oh, it's not a choice between living the dream and advertising and this pipe dream of going off to acting.
And I think in many ways that's a slap at Peggy because Peggy is a true believer. She's all in on the creative advertising challenge. And here is Stan just sort of ripping the rug out from underneath it and saying, you know, let's not kid ourselves here. You know, we're talking about baked beans.
 
And, and I think that that's hilarious because again, I get the sense that Stan is a little oblivious to just how much that comment is going to grade on Peggy's nerves.
 
Jenna: I don't think so, because I think this thing we saw Stan saying in faraway places - he says he realized he could never draw as well as a photograph, (and he was on a date with somebody).
But, like, he was thinking about his work and his art.
 
And Peggy and Don very much see advertising as art, while other people disagree.
And so Stan is questioning that thing, like he is interested in the art of it, not just the commercial aspect.
So clearly, when Heinz Baked Beans is telling you what to do, it feels a lot less artistic, right?
 
So maybe there is some of that where he's questioning that about himself. But I don't feel like he's specifically targeting Peggy. I think he's wrestling with that same conflict that Don and Peggy carry about pleasing the clients commercially and being true to a really great idea.
 
Steve: Yeah, I'm not saying he's targeting Peggy deliberately. He's targeting her inadvertently because he's just undermining what she's doing.
And I'm saying he's oblivious to that.
So he's really just thinking out loud, saying, oh, you know, let's not puff ourselves up here.
We make ads for baked beans.
But as you point out, for Don and Peggy, it's much deeper than that.
 
Jenna: Maybe it is just pure cynicism on his part, but I'm looking for the seeds of what comes later. And I feel like this is him being able to see this struggle between the art and the commercialism and how Stan, in fact, is more like Don and Peggy than we might imagine.
Just because he sees Peggy and gets her and understands what she's trying to do.
 
And he's calling bullshit on it, but he also wants it to be true that it's art, I think.  
He has sympathy for it instead of just shooting it down. So it - again, he doesn't have very many lines, and we don't get to have that conversation.
But it's interesting that this guy who was so obnoxious and terrible has just like Harry, you know, with the cave painting conversation - it's like there's more to you there, and you see things.
 
And all Ginsberg wants is $15.
 
Steve: In this moment, that's all I can go on. And in this moment, to me, he is undercutting and gutting what they're doing.
That. Don't think it matters. Don't think it's that significant. Don't think it's art. It's selling beans.
 
Jenna: I don't know that you're wrong.
I just think the fact that he says that makes him more interesting than just a guy who makes stupid jokes in the break room.
 
And the fact that he can look at Megan and recognize that as a valid choice,
but also continue to show up for work every day and believe in coming up with a great idea . . .
I think holding that tension of those two different things in Stan, that's interesting and that's –
 
Steve: Well, and also, Stan can't get there by himself. He needs a little coaching, both in this scene and more broadly. But, yeah, I accept the point that there's more to Stan than just being unaware of Megan's emotional state, dismissing being an actress and then suddenly waking up and saying, oh gosh, you know, what are we actually up to here?
 
 
Jenna: Next we get a scene between Harry and Pete, and it feels a little more like old times when they would chat honestly about office issues and gossip.
 
So Harry's talking about Megan leaving, and he's glad because he'll be more comfortable after his faux pas about Zou Bisou Bisou.
And Pete's mind is on something else. He's bitter and resentful about Beth rejecting him.
And when Pete is venting, Harry's first guess is that Trudy's pregnant again.
 
And when Pete asks, have you seen the pictures of Earth from space? Do they make you feel small and insignificant? Harry goes, no. Jennifer does that.
Nice, Harry.
 
Steve: I also like - you can see the relief on Harry's face when it's clear we're not talking about Jennifer, we're not talking about Trudy, and we're not talking about Megan here.
 
So he realizes Pete has brought him into something with which he's unfamiliar and, and that just removes all stakes for Harry. And you can just see the relief on his face to see whatever he says next isn't going to get him into direct trouble.
 
Jenna: Just a minute about these photos - I assumed this was going to be the famous blue marble full Earth photo, but that wasn't until 1972.
 
And there was another Earthrise photo taken in 1968. But the 1966 pictures they're talking about are the first photos of Earth taken from lunar orbit. We'll link them in on our website for this episode.
 
Pete goes on to talk about how unfair it is that women say one thing to lead you on.
And one of the most petulant things, and this is saying something because it's Pete.
The line is, “Why did they get to decide what's going to happen?”
 
And this frustration and closed-mindedness given that he stared openly at Peggy and criticized her outfit in the pilot, and later insisted nothing happened between them. And he told her she had an active imagination when she talked to him about being unprofessional.
 
I mean, Peggy and the au pair did not decide how that happened.
Trudy didn't decide to be cheated on.
She didn't want to be pushed into meeting up with her ex to get Pete's story published.
 
Pete is such a small man and he's such a power crazy penguin. And for him to complain, why do they get to decide, oh, so sad for you, Pete. Sorry.
 
Steve: Well, I think we’ve got to explain the power crazy penguin reference.
In the Lego game for Batman, there are little scenarios and one of them was called Power Crazy Penguin.
And our son used to love playing that. And he would just keep repeating the scenario and he would always be talking about Power Crazy Penguin.
So that's become our shorthand for people who want all the power and really don't care about the implications for anyone else.
 
Jenna: I feel like if you're not using Power Crazy Penguin in day-to-day speech, you're missing out. This should just be a thing you add to your vocabulary.
 
Steve: It is a treasured one and I'm never going to stop using it.
 
The thing for me on Pete is he just feels so sorry for himself and it's like he's such a whiny baby.
It's definitely one of the main things I just hate about this character.
It's nice to get back to the Pete Campbell that I just hate and despise.
 
 
Jenna: So this next scene, Don saying goodbye to Megan as she goes to her lunch in the elevator,
it's pretty short. You could miss the significance, because there's no dialogue after Don says goodbye to Megan.
 
And you could imagine it's just one of those random encounters in life that make Mad Men more realistic.
But the symbolism of the sense of falling . . . so as Don sees down into the elevator shaft,
you know, in the introduction sequence, a man is falling outside the buildings, and here Don is looking into this interior elevator shaft.
 
He can see down into the hole, the pit, the emptiness on the inside.
It's a trap, right?
And it's a rewatch. So I'm not worried about other characters accidentally falling through.
But I did see LA Law once upon a time, and I have some scars about that possibility.
 
Steve: If this happened in modern times, I think he'd be dead. He'd be looking at his smartphone and wouldn't realize he was falling for the first six or seven floors.
 
Jenna: And it's at the exact moment Megan has decided to leave this office for good.
And now, instead of putting all his hopes for happiness and redemption into Megan,
Don's going to have to do what Faye told him at the end of last season. He's stuck trying to be a person like the rest of us.
 
Steve: And when you're stuck trying to be a person, what better way to start than go back to your office, pour yourself a drink.
 
 
Jenna: So Ken brings in a Beatles-esque song from the client for the Chevalier Blanc commercial.
This is a Wedgewoods cover of the song September in the Rain. Dinah Washington covered it in 1961.
And we'll link to that version on our website episode page.
It was originally written in 1937 for a movie called Melody for Two.
 
Please watch Ken's slightly awkward dancing to this music. He's going along and getting along.
Ginsberg, though, is not a fan.
 
Steve: He has such a great line when he asks them to turn it off because it's stabbing him in his fucking heart.
 
Jenna: Yeah. For those keeping score, this would be the third F bomb in the series. The first one coming from Pete in the pilot directed to Don,
and the second one from Roger to Pete about losing North American aviation.
 
I guess it tracks that somebody like Ginsberg, who sees horror in Cinderella, he's gonna find a happy, soothing tune pretty distasteful.
 
Steve: Well, I think it's highlighting the generational gap again.
The olds can't really tell the difference between some half baked cover impersonation of a Beatles sound, whereas the young generation, which is, you know, wed to the music and gets the music,
sees this for what it is. It's a counterfeit, it's a fake.
 
And we're not even talking about an original composition by the Beatles here. It's a cover of a cover, and it just makes it that much more awful. The second derivative of mediocrity.
 
And I love that Ginsberg represents that with his comment, because like you say, we've got the account man, Ken. He doesn't care what sort of crap he's shoveling as long as it gets the account across the finish line and they're making money off it.
 
Old Don Draper can't tell the difference either. He just wants something that makes the client happy and solves the creative challenge in front of them.
 
Ginsberg here is representing that integrity to the music itself and that this, this has nothing to do with that music, that this is a commercial prostitution of it.
 
Jenna: Ken delicately mentions to Don, the clients are expecting Don and Megan to do their just taste it bit.
And now that Megan's gone, Don says Peggy can fill in. It feels reasonable for them to ask Megan to come back and do this, but Don is trying to do right by Megan.
He's trying to let her go and not tie her to any of this work.
 
Steve: Does Don really appreciate how well Megan did it?
And does some part of him really think, oh, yeah, like she's interchangeable here, Like Peggy can pull it off. Maybe not exactly as good, but close in the neighborhood, you know, let's see how that works out.
 
Jenna: Oh, that's interesting. Kind of like Duck thought that all creatives were interchangeable.
You could just exchange them. Anybody can write copy.
That's funny. Like Don thinks anybody can act.
 
 
So next Pete sees Howard on the train.
I'm not sure what the conversational protocol is the first time you see a guy when you just had sex with his wife in their living room.
I'm pretty sure you don't invite yourself over for dinner.
 
Steve: That's not going to stop Pete Campbell.
 
 
Jenna: Back at the office, we get Joan and Peggy having a quick conversation about Megan leaving and they have different takes on it. Did you agree with one of their perspectives more than the other?
 
Steve: I think Peggy sees the human being and has more information and is much closer to the truth here.
Joan, like we talked about earlier, is just relying on appearances and stereotypes.
 
And I love the picture that Joan paints here, you know, of a failing actress with a rich husband, boo hoo. Again, Joan has her model of the world and how these things work.
And Megan is a two dimensional player within that world.
 
Jenna: Yes, I thought Joan was really reverting to some Gail Holloway thinking here when she said second wives have a playbook and she expected Megan to fail.
 
And to her credit, Peggy defends Megan and she says she thinks she's just the kind of person who's good at everything.
And I wonder if part of this is Peggy making the Annie mistake again, thinking that beautiful women have it all, or if she's just honestly appreciative of Megan and believes in her, or some combination.
 
Steve: Maybe it's a case where they both have a certain piece of truth, but they've also got it a little wrong simultaneously. You know, this is Mad Men. We're not going to let one person be right and one person be wrong.
 
Jenna: And I have to say, I think Megan would make this acting decision even if she weren't wealthy because of her marriage to Don.
I think it's a real choice, and she genuinely believes that she wants this. I mean, I don't think Megan is just running away or seeking attention.
 
So Pete shows up to Beth and Howard's for dinner, and when Howard's out of the room, he invites Beth to meet him at the Hotel Pennsylvania.
 
Steve: Not just that, he sneaks a kiss and not with Beth's consent.
And she wants no part of this. She doesn't want him in her house, she doesn't want him stealing a kiss, and she certainly doesn't want to meet him at a hotel.
 
Jenna: So it turns out Pete's going to have to sit through Howard's insurance presentation. But you know, Pete's been through a lot of client dinners. So when he realizes Beth hasn't told on him,
he's willing to put up with a pitch for a chance to see her again.
 
And I find this a little hard to believe. Again, they don't really know each other.
She's not very encouraging.
But we see Pete emulating Don a lot this season. And just like Megan is a lifeline for Don,
it seems like Pete is building Beth into a lifeline.
That he needs somebody who will say uncomfortable truths, to feel real again.
 
And his whole world is people saying predictable things to try to elbow each other to get advantages.
And here's somebody else who feels empty, and that means he's not alone.
And plus, she's gorgeous, so that doesn't hurt.
 
Steve: I love Vincent Kartheiser's acting in this scene. As Beth asks Howard to,
you know, step out with him so she can tell him something. Pete assumes that this is bad news that she's going to confess. And just his unease and nervousness and attempt to basically run out of the house without his jacket before Howard emerges and catches him, it's so great. It's all just physical acting and he really sells Weasel Pete to me in that scene and his nervousness that he's about to get into another fistfight.
 
 
Jenna: Don goes home to Megan, who's cooking barefoot in the kitchen, and she sets expectations. She says she'll probably be crying a lot from rejection.
She doesn't expect acting to be easy, but she's really embracing what her father talked about. She wants the struggle. She wants her own achievements, not something that was handed to her.
We'll hold on to that for the future, but still.
 
And for all the spaghetti haters, let's note, Megan is cooking beef bourguignon in this scene.
 
Steve: And we’ve been very critical of Don for over four and a half seasons.
He's a good partner here. When she says that she loves him and he's everything she hoped he would be, he's going along. He's doing what he's supposed to do as a supportive husband.
 
Jenna: And he's wearing a giant fake smile.
It's just like Betty's smile when he gave her the watch.
He's not comfortable with this. It's not what he wants.
And now he has to try to make the best of it.
 
And it is kind of interesting to see it flip so much because he's very much wearing what Betty had to carry, for the first couple seasons, anyway.
And Megan gets it. She tries to express her appreciation to Don. She sees him being supportive.
She loves it.
But this to him is really scary.
He doesn't have a template for how to make this work, but he does, I think, honestly love Megan, and he does really want her to be happy.
 
Steve: I like that connection. Because if we say that the flaw at the heart of Don and Betty's marriage was the fact that Don was doing what he wanted with little thought or attention to what she wanted, and she wouldn't express that and wasn't presenting a genuine version of herself.
 
It really feels like we've got almost a flip where now we've got Megan pursuing what she wants honestly and openly, and it's Don Draper who's the one who's not being genuine at this moment.
 
And there's good reasons for him not to be.
But as we've seen, there are real perils, especially if this circumstance endures. And, you know, we've seen how corrosive and toxic it can become.
 
So I think we are on thin ice here, you know, especially if this continues.
 
Jenna: In the next scene, they're going to do the Cool Whip presentation without Megan.
 
The Cool Whip manager is played by Dennis Haskins, who has an incredibly long resume, including shows I had forgotten existed, like Simon and Simon, and The Dukes of Hazard. But he's probably best known for playing the principal, Mr. Belding, on Saved by the Bell.
 
I like this scene a lot, even though it's hard to watch Peggy messing it up.
And I don't think she's getting the line wrong on purpose. I think she puts in the work and she prepares, and they didn't have time to do that for this presentation.
 
And even good people mess up. It happens, right? So nine times out of ten, Peggy would have done this right, but she messed it up today.
So she says, “just try it” over and over instead of “just taste it.” And there's no sweet charm or chemistry between them.
It just doesn't work.
 
Steve: I love this scene because I love watching Elisabeth Moss play Peggy,
who's doing a bad job at this commercial, which we've seen previously run to perfection by Megan and Don.
And now it's completely terrible.
 
And we know what a great actress Elisabeth Moss is.
So seeing her having to be terrible, because we know Peggy wouldn't be great at this,
even with the prep, it's not going to have that warmth, that charisma, that appeal that someone like Megan can bring to it.
It's so perfectly bad, the way she does the scene.
 
Jenna: How weird is it to shout out Elisabeth Moss for being a bad actor? That's a first.
 
Steve: She's great at portraying a bad actor. She's great at portraying a good actor.
She's just a good actor.
 
Jenna: And then Peggy and Don have this argument that has been coming on since Don made Megan a copywriter. You know, Don needs to have this argument, too, because he doesn't have anywhere else to put his frustration.
 
So they're both trying to explain why Megan quit, and they're both wrong.
Megan doesn't think advertising is stupid, as Peggy says.
And while Megan did once complain about the people being cynical and petty - that's just Don's reason - I think that was more of a complaint about Don disguised as a general complaint.
 
Megan is leaving because she doesn't want to settle. She wants an extraordinary life.
And for her, that isn't copywriting, and that is just an offensive position on some level to both Don and Peggy.
 
Steve: I think they're both venting here. They've both had to be on their best behavior and say the right things to Megan when presented with this decision she took.
But they weren't able to vent their own emotions and frustrations about it.
 
They're both unhappy with Megan's decision on some level,
shooting that out onto the other one, accusing each other basically of contributing to it.
They don't really control what Megan wants, and as much as they know they have to accept it,
she's going to do what she wants to do, and they're the ones left picking up the pieces.
 
And I love this fight, and I love, at the end of it, when Peggy's really standing up for herself here. And many times we've seen her yield or bow her head in the face of her boss when she says, “You know what? You're not even mad at me, so shut up!”
Because we've never seen her talk to Don, at least in a professional setting, with this level of candor and emotion. And it's such a great moment.
 
Jenna: She is the only person he would receive that from. And she's right.
 
I also want to go back to the argument where Don blames Peggy for being threatened by Megan.
And that's untrue, and it's unfair, and he knows it.
 
Peggy did, as she says, train Megan and support her, in spite of the difficulty Don created for both Peggy and Megan in their creative department.
And so when Peggy gets to that truth, “You're not mad at me,” there's nothing Don can say to that, because even naming his feeling as anger is not a place he's gotten to yet.
 
Steve: Yeah. And we know Don has a gift with the words. So if he had a retort,
we would hear it. And he does not. He basically looks down at the counter of the test kitchen.
 
 
Jenna: Next we see Pete waiting in the hotel room and Beth never shows up. He's got champagne chilling beside him, but he throws a glass at the wall and leaves.
And I guess he thought he was being romantic, but it always seemed like a long shot that she would show.
 
Steve: Given her reaction to him, I would be shocked if she showed up. So the fact that he's being such a whiny little baby makes me think he's not clearly assessing the probabilities here.
 
 
Jenna: And back at the office, Roger and Don have a pretty honest conversation. And we finally get to hear Don's perspective that we didn't hear when he talked to Megan, or Peggy for that matter.
 
And he and Roger both see choosing their professions as a little bit self-indulgent, even though both of them are pretty self-indulgent, generally speaking.
 
We find out Megan isn't interested in having a baby.
And Don says about Megan, why shouldn't she do what she wants? I don't want her to end up like Betty or her mother.
And I love that he's actually thinking about Megan.
 
Steve: Well, we also see the divide between Roger and Don here.
Don comes from a hardscrabble background and it's something of a miracle that he's gotten to where he is given his background.
Roger is born into this world.
Is it what he really wanted to do? It doesn't matter. He's looked after, he's cared for. He's got all this wealth and luxury and privilege and he's always had it.
 
Don has had to fight and scrap to climb up to the same place.
Don is a product of desperation and requirement,
whereas Roger is a product of privilege and good fortune.
 
And we can see that neither man nor can really get their head around someone choosing to go with their heart like Megan does where she's not desperate, but she's following her dream.
She might succeed, she might fail,
but she's that committed to it and she's going to go go for that.
 
That's not the experience of Roger or Don here. And I just love the contrast between the two of them.
 
Jenna: And it's an interesting modern American mantra, too, you know, follow your heart, do what you love.
There are a lot of people for whom reality is in the way of that, for sure.
And there are a lot of people for whom their fears are in the way of that, for sure.
 
So it is an interesting generational divide to see Megan being a person who starts out and says, okay, I am going to struggle. I am going to go find that thing that lights me up inside, versus earning a living or doing what my family expects of me.
 
Steve: Yeah. And these older generations that whose futures and choices were massively impacted by things like the Great Depression and then a world war,
we can again see that generational disconnect between them, and this new generation, which has enjoyed an affluence and privilege that was denied to them – collectively, because we know Roger certainly wasn't denied anything.
So it's a friction point because it's just a different world in this new generation insisting on pursuing its dreams.
 
The other thing I'd say too is I agree with you. You know, it's a cultural trope in the United States about follow your dreams and the rest. But if I were to think about all the people I know and how happy or unhappy they are with their profession or their life overall,
I think for me, in my experience, it's a relatively small percentage of people who are in their dream job, who love what they do or whose lives have ended up ideal and somewhat close to the ideal.
It seems like for all the aspiration of getting to that place, it's devilishly difficult to accomplish it.
 
Jenna: Going back to this line, Don says when he is trying to think, you know, why shouldn't she do what she wants? I don't want her to be like Betty or her mother.
This line was huge to me, because Don acted like Betty rejected him once she discovered his poor past and pretended he hadn't ignored her or belittled her, right?
It was Betty's inability to appreciate him as being from a poor background that really caused the breakup of their marriage.
 
But here he sees Betty's bitterness looking back, and maybe he's not taking responsibility for it,
but this is huge growth for him to try to give Megan some space finally and listen to her needs,
which he hasn't done while Megan has been a copywriter.
 
And he did that for Betty sometimes. And then generally his needs became the overriding factor.
So for Don, this is a huge sacrifice to support Megan, and he's not being a whiny baby about it to her face, which he also did to Betty.
I'm really impressed by his growth in this scene, or at least his intentions.
 
We can't not mention Roger's line here, too, when he goes,
Jane wanted to have a baby, but I thought, why do that to someone? [Laughing]
 
Steve: It feels like this conversation, too, is a less emotional conversation. The other half of the maybe two conversations, the one with Megan where he's being a good partner and saying all the right things despite not necessarily feeling those.
Then mutual venting with Peggy. And then here is almost the denouement with Roger where the emotions are drained out of it.
 
Roger's not defending or attacking,
and Don can just sort of ponder.
But we've seen how much work it's been for him throughout the episode to get to a place now where he's, I think, not just intellectually embracing the reality, but emotionally making his peace with it.
 
 
Jenna: So Don goes home, as per Roger's advice, and sees Megan before she leaves for her acting class.
She's bought him a Beatles album in response to their talk earlier,
so she's still supporting him and being thoughtful.
 
And Don takes a drink as he watches Megan leave. And we get a montage as Don drops the record needle on the Revolver album.
 
The closing song is Tomorrow Never Knows from this Beatles Revolver album. And the lyrics say,
“it is not dying, it is not dying.”
And “listen to the color of your dreams.”
And the song ends repeating “of the beginning, of the beginning.”
 
So these lyrics relate back to the episode title with the biblical story of Lazarus being resurrected to a new life, which Megan is experiencing.
And they also could read as the suicide references we keep getting this season,
along with, of course, the psychedelic sound representing the changing times to a man who's resisting changes.
 
Steve: And a man who’s of the earlier generation. If we think about the Beatles albums, the first,
say five, are very easily accessible bubblegum pop. I mean, it's masterful, but it's not threatening in any way, and it's not challenging things. It's just sort of the pinnacle of pop music at the time.
 
After Help in 65, the Beatles come out with Rubber Soul.
And now they're really starting to stretch their legs as songwriters and starting to add complexity and sophistication that isn't all that evident in the earlier albums. And then Revolver is just a further step in that direction.
 
The fact that it sounds so alien and strange, I think the episode does a good job of putting us in Don Draper's head to hear it and to not like it, and to not understand it and to just think, you know, what is this noise? What is this sound?
 
He doesn't say anything, but as he pulls the needle off the record and pours himself a drink, we see the hallmark of Don Draper's descent back into drinking as a means of escaping the newness of this new generation and their music,
which is taking a surprising turn that is difficult for the older generation to keep up with.
 
Jenna: The symbolism of this change, where Revolver is a bridge point from the happier Beatlemania pop stuff to more experimental, more provocative stuff,
and this moment in Mad Men, when Megan makes this career decision,
everything shifts for Don Draper.
 
And we've had kind of an upbeat time with Don's comeback and the shiny, happy new marriage.
And the rest of the journey is going to go someplace interesting, but it's darker.
It's probably more honest, but there's some darkness.
 
And the fact that Don turns off the song Tomorrow Never Knows, like he can prevent change from coming if he just quiets it for a moment.
 
Steve: And the other thing I'd say, too, is that's maybe a difficult song for him to access in the moment, but if he stuck with the album, there's a lot more accessible songs and brilliant songs.
 
I mean, just looking through the playlist for Revolver, it's. It's shocking to me to have that many great songs on a single album, especially after an album as great as Rubber Soul and especially knowing what's to come after this, like Sgt. Peppers, the White Album, etc. If he could stay the course, he might find that he could get his head around some of this music and this new generation.
 
But the fact that he bails on it, I think, is another signpost about his mentality and the problems it's going to create for him in this changing world.
 
Jenna: And remember when Don was so happy with Megan on the way back from California that he was whistling the Beatles’ I Want to Hold Your Hand?
 
And now with this Beatles song, even though Megan gave him the album,
Megan is pulling away from Don. She's restarting a life path that's going to travel in a different direction than the one he's traveling.
 
So it's kind of an interesting bookend, too. This happy “we're together and what could possibly go wrong?” And then here we've got this strange, unpredictable, uncomfortable song starting whatever their next chapter will be.
 
Steve: And he's like somebody who you give him a spoonful of a food to try, and he barely tastes it. You know, he's not going to engage in it. He's not going to make that effort and try and bridge across.
 
Jenna: And the album is an invitation from her to come with her, to be open to these new things. It isn't that she's running away from him without him.
 
Steve: I find Revolver jaw dropping even now, decades later. It. So I struggle as a viewer to view anybody who the character just doesn't like that or doesn't get it. Cause I'm staggered by it.
It is genius. Pure genius.
 
Jenna: And we should mention these other scenes in this montage with the music.
We see Peggy working late.
Stan passes a joint to her as they're working. That's her happy place.
 
We see Howard and Pete saying goodbye in the parking lot.
And Beth is in the car.
They barely make eye contact, but Pete looks so sad and so longingly at Beth.
And what did you think about this with the heart and the steam?
 
Steve: I don't know what to make of that, because it seems to fly in the face of all the efforts to say it was a one and done. Savor the memory. No, I don't want you at my house.
No, I don't want to meet you at a hotel.
No, don't steal a kiss from me.
 
Oh, but hey, I'm going to draw now. If Pete was whining about that, I think I'd have a little sympathy and say, you're right, Pete, that's a mixed signal.
 
Jenna: I see that for sure. I'm not sure what to make of that, because it seemed to me that it was very clearly a no. And then with the heart, it seemed to be saying something else.
But I think Beth is so depressed and so lost.
I don't feel like she's deliberately messing with Pete, even though that's the - that's the effect.
 
Steve: Agreed. Agreed. Yeah, she. She's a victim of her own unhappiness and depression.
 
 
Jenna: And finally, we also get to see Megan with closed eyes. She's all in black. She's lying on her back in acting class. And this is her starting over.
 
Steve: As we cut to credits, Don Draper is drinking alone. He's turned off the record and he goes into his lonely bedroom.
 
Jenna: Our listener shout out today goes to Paul M.
Thank you so much for your very kind feedback on YouTube. We're so happy you're listening and we hope you keep enjoying the show!
 
And thank you to all our listeners who are offering us such kind feedback, and follows and shares, and 5 star reviews. We really appreciate the support.
 
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 @MadMenCtoZ, and please listen, like and subscribe. That's what the podcast's for!
 
Steve: Thanks for listening, everybody.

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