Mad Men's "The Other Woman," Take Two: Deconstructing Don and Peggy's Big Scene

By MaryAnn Sleasman

May 31, 2012

Mad Men had quite an episode this week, eh?

Sometimes it’s easy to get caught up in the more sordid drama at Sterling Cooper Draper Pryce at the expense of overlooking the more subtle, behind-the-scenes activities of the SCDP workforce. This week's episode in particular featured a pretty overwhelming Joan story with some Peggy tacked on at the end, like an afterthought. It was a creative decision that very pointedly summed up Peggy’s entire season: She hasn’t been front-and-center in weeks, and even her big dramatic exit from the SCDP payroll was overshadowed by someone else.

So let’s make it up to Peggy—because when you slow down and really pay attention to her one-on-one chat with Don, it’s a pretty a pretty tense four minutes. Those four minutes drag and feel like they go on much longer, and not because it’s a boring scene or anything, but because the characters involved in it would clearly rather be doing something else. It’s painful to watch.

First, let's recall the context: The mood at Sterling Cooper Draper Pryce was celebratory in the wake of nabbing the coveted Jaguar account and Peggy immediately entertained second thoughts about dropping her bombshell on Don. No one wants to be That Person, ruining the party for everyone else with her bad news. Well, in Peggy’s case it was bad news for everyone else. She was sailing off to a better title, a bigger paycheck, and a potentially more appreciative employer. She should have been pumped walking into Don’s office.

Instead, she looked like she was headed for a date with a firing squad.

Since AMC has conveniently posted the entire scene, let's all watch it again. Then check out my annotations and screen grabs below.

Okay, here we go!

0:14 Don offers Peggy a drink and Elisabeth Moss manages to transform her expression from "reluctant" to "reluctant with a side order of pity and utter terror" in about a second flat. She’s pretty much awesome and has been awesome since Girl, Interrupted which I tend to re-watch purely for Moss and Clea Duvall and not for Angelina Jolie and Winona Ryder.

0:21: “I can’t put a girl on Jaguar,” Don says. The fact that he uses "girl" rather than "woman" is indicative of the problem that Peggy's had to combat since Mad Men began. At this point in the series, Peggy is almost thirty years old; to refer to her as a girl is condescending and revelatory of the mindset that permeated SCDP’s management.

0:35 “Is this about Joan being made partner?” While I don’t think Peggy’s final actions were motivated by jealousy toward Joan, I DO think that the news of Joan's status upgrade was the final straw. Any second thoughts Peggy might've had were instantly blown away. The announcement is very sudden and Don tries to justify it by saying that Joan has been with the company for thirteen years. Peggy isn’t stupid. She knows that the partners wouldn’t just hand someone a huge promotion out of gratitude for their long tenure. She knows there’s more to it than that, but at this point, she no longer has to care. She has an out and she's going to use it. However, she still chugs her booze for a little liquid courage. She still doesn’t want to have the conversation.

0:55 Peggy launches into her “Thanks For Giving Me a Chance” speech and Don realizes that the conversation is veering into territory he isn’t prepared to explore.

1:12 Peggy refers to herself as Don’s protégé and thanks him for treating her as such. Again, a reference to the crux of Peggy’s decision to call it quits at Sterling Cooper Draper Pryce. The mentor/protégé relationship served its purpose at one time, but Peggy has grown and proven herself as a capable professional who can stand on her own.

1:26 Don settles into his seat and puffs himself up in an attempt to reclaim his position as The Boss. He can tell there's a “but” coming at the end of Peggy’s speech. Peggy goes on to explain that it's time for "a new experience" and reveals that she's giving her notice, having accepted another offer.

1:42 “Are you done?” Don is dismissive. Not overly so, but just enough to reveal that he isn’t taking Peggy completely seriously. He thinks she's playing a game, clamoring for a raise, and tells her he's proud of her for finally picking the right moment to ask for one.

2:14 The confirmation of Peggy’s intention to leave (for real, Don, for REAL) is met with total disbelief on Don’s part. Don is utterly floored, blinking in confusion, trying to figure out how he didn’t see this coming. His face goes red with anger and embarrassment and the effort of retaining some self-control, an effort that is sorely tried in the subsequent thirty seconds as Peggy goes on to say that not only is she leaving, but she's teaming up with Don’s arch nemesis, Ted Chaough (he of the Bobby Kennedy prank call in Season 4's "Blowing Smoke"). Ouch.

2:30 You can almost see Don’s internal monologue reminding himself, “Don’t scream at her. Don’t scream at her. Don’t scream at her.” He thinks there is still hope to keep her.

2:47 Ah, the guilt trip card, the last one in Don’s deck. He plays it, telling Peggy, “Let’s pretend that I’m not responsible for every good thing that’s happened to you.” It’s a total low-blow, but not uncharacteristic. Don has never handled losing control of a situation very well. It’s always brought out the nastiest in him. Case in point: any time Megan has exercised her defiance this season.

2:53 Peggy resists Don’s attempts to buy her back. She claims that she's only doing what Don would have done and that her decision isn’t about money. It’s a callback to Season 4’s “The Suitcase,” where Peggy went to Don upset about the lack of credit she was given for the award-winning Glo-Coat commercial and Don argued, “That’s what the money was for!” While money is certainly a factor for Peggy, as illustrated by her negotiations with Chough earlier in “The Other Woman,” it has never been the MOST important part, like it is with Don. Don is a child of the Great Depression. He grew up impoverished and unwanted. His wealth makes him desirable and powerful, so it’s easy to understand why he would elevate the money above the credit. Perhaps indicative of her more stable upbringing, Peggy doesn’t long for obscene riches. She’s certainly not going to turn them down, but cash isn’t the thing that makes something important to her, the way it is for Don. The title marks Peggy’s status and gives her power. The money is just a bonus.

3:06 Realizing that he's lost, Don dismisses Peggy’s two-week notice. He says she can leave right away, implying that she's easily replaceable with a reference to his room full of freelancers.

3:40 Peggy reaches to shake Don’s hand like an equal, but he again reduces her status with his decision to kiss her hand instead. The is seemingly sweet, but quickly feels uncomfortably long. Peggy retains her composure. She almost breaks down, but ultimately doesn’t (instead, it's Don who will eventually lose his composure when she walks out the door).

I couldn't tell if Peggy was legit sad or annoyed by Don kissing her hand, like "yeah yeah, stop trying to suck up to me, you've been treating me like crap all season and I'm out of here." Perhaps Don thought it was a tender gesture that revealed how much he cared about her, but I don't think she appreciated it. (Related: At least one viewer has taken notice of Don and Peggy's hand-touching moments over the course of the series; if you've got any guesses as to what they signify, let's hear 'em in the comments!)

Over the course of “The Other Woman,” Don’s confidence in the two SDCP women he respects the most was severely shaken. At the center of Don Draper is a guy who is very bad at expressing himself, and despite his skill in getting laid and selling crap to women, he fails miserably at understanding what the women around him truly desire and value. His nearsightedness is what destroyed his first marriage and is threatening to destroy his second. And now it's broken his relationship with Peggy.

3:50 However, for as much as Peggy tries to emulate Don, she is still Peggy, and as Peggy, she stops short of declaring their relationship irreparable: “Don’t be a stranger,” she says. Peggy has always wanted to be considered Don’s equal, and in the event he can find it in himself to see her as such, she would very much like to keep him in her life. Peggy invests herself in people, but doesn’t have time for those who insist on considering her to be beneath them, as seen in pretty much every ex-boyfriend she’s had on the show and her firing of Joey back in Season 4. The catalyst for firing Joey was centered on Joan, but Peggy saw it as a slight toward all professional women, herself included.

3:55 Peggy leaves, and Don silently reels. Hopefully, Don will take Peggy up on her offer. I don’t know how I feel about a Mad Men where Don and Peggy aren’t an emotionally repressed tag team of awesome. It just doesn’t compute.


1. What's your take on the "Peggy jumps ship" scene?

2. What's next for Peggy and Don? Do you think Peggy will find her way back to SDCP? Do you think Don has it in him to remain friendly with her, or are they about to become bitter rivals?

3. What's Ken going to say when he finds out Peggy quit? What will become of their pact?

  • Comments (29)
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  • ConstantWatcher Jun 04, 2012

    Upon reflection, I don't think it's what happened (sure hope not), but my first thought as Peggy stepped into the elevator while looking down the hallway was "Is it there?".

  • efonsecajr Jun 02, 2012

    Peggy and Don are so much alike. They both want to be revered and congratulated. Peggy's only crime was that she was born a female in a male dominated industry in the 1960's. That smirk at the end is Don acknowledging the he himself would have done exactly what Peggy is now doing. Since all the money/title negotiation on Don's part can't keep Peggy at SCDP, he resorted to an emotional form of flattery, a kiss on the hand. Something truly beautiful he couldn't own.

  • saxyroro Jun 01, 2012

    This show won awards this night.

  • Sbriseno07 Jun 01, 2012

    I've all ready put in my 2 cents,but I had to say that picture of Peggy on the homepage is breath taking. That is all.

  • MaxWar Jun 01, 2012

    I feel this scene is more complex then the author leads to believe.

    Since day one, it was Don that made space for Peggy to evolve, even when he screams at her, he know she is the best on his staff.

    In this scene Peggy has made a decision, and will keep on it, even if its hard for her to do so. Don is unaware of what is coming, he just won Jaguar and thinks only of celebration.

    So its Don character that has more different emotions to show.

    1st the happy Don, that wants to share drinks, then more puzzled when he catches Peggy body language. Then disbelief, he thinks its for a raise. He justifies his actions prior to this moment. And then she says "its time for me to move on"..."im serious" Don realizes its not about money, and feels he has been betrayed. Going to Cutler, Gleason, and Shaw; is a hard stroke to his ego, after all Peggy was truly his protg, and she leaves to join his arch-nemesis. So Don changes the game, he gets pushy, trying to make Peggy feel like she owes him, arrogantly saying, if its money-grabbing you want i will give it to you. He kind of loses a bit of respect there, just until she says "there is no number". That will puzzle Don, he still doesnt understand she is leaving no matter what.

    So what Don does next is a Don typical move, he wont beg her to stay, he shows her the door. And that cold corporative attitude is immediately contrasted with the kiss on the hand. Peggy was good to Don as much as he was to her, and that kiss on the hand is both respect and friendship. I guess she having a little tear is absolutely normal, after all that was her mentor, boss and friend.

    Getting Mad Men is a journey to that period.

    Its to find complex characters with a period mindset, going through changes in themselves and others; in direction to what you and i call the "present".

  • Ankh49 Jun 02, 2012

    I am going to have disagree with slightly on something. Don definitely WASN'T in a celebratory mood. He was disappointed that Joan 'sold herself' and upset that the account wasn't won by the pitch alone. He wanted to drink with Peggy to cheer himself up. Here was someone he could still rely on. Especially if you factor all the stuff going on at home with Megan. I think the cold dismissal, and statement about her being replaceable was more to protect/convince himself than it was a dig at her (although it was still in part a dig at her) I agree about the prolonged kiss on the hand being a mark of respect and friendship. I was a bit surpised/puzzled about the grin as she went into the lift. But I m guessing was because in a way she finally got the respect/ackowledgement she craved with Don's reaction to her leaving.

    There are no words to describe hiw much I love this show. I thought last season was good but this season is even more amazing. It's like caviar. I do feel a little sad when people say that it's 'boring' I wish xould appreciate how amazing this show is on every level. Acting, writing, directing, visually etc. I find myself scenes because of great dialogue or reactions & facual expressions. But hey, to each his own. If we all liked exactly the same things, the world would be a 'boring' place. :-)

  • Ankh49 Jun 02, 2012

    Darn. That should read 'find myself rewatching scenes'

  • withoutcanseco Jun 01, 2012

    At first I used to feel bad and just think I didn't "get" Mad Men. Now I realize the show just sucks and it's really boring.

  • SinspaW Jun 01, 2012

    So, you still don't get it huh?

  • withoutcanseco Jun 01, 2012

    ... ... :o(

  • JohnLahanis Jun 01, 2012

    This episode made it perfectly clear to me why I've been a loyal fan of the series for 5 years. Sometimes it's been a bit hard to explain to friends what's so great about it. But after Peggy got in the elevator, I realized I don't have to explain it to anyone. I can feel it for myself and it's good enough for me.

  • ResEv Jun 01, 2012

    Don kissing Peggy's hand with her standing over him might be foreshadowing that someday she might be more powerful than him.

    Also I disagree with what you said about Don's nearsightedness destroying his first marriage. Betty is a nitwit and a child with all kinds of issues and she's just as responsible for that marriage failing, if not more responsible.

  • GarthDanicich Jun 01, 2012

    I think you're a bit off the mark. I think that she went into Don't office with the complete intention of using Chaough's offer to get herself a promotion/raise. It's not until she hears about Joan being made partner that she decides she's done (look at the way she drinks her drink...liquid courage).

    I also think the fact that Draper tried to do exactly what Chaough did (she named a number, he beat it) allowed her to stand her ground because if you compare the way Chaough did it to the way Draper did it, Chaough was sincere about wanting/needing Peggy while Draper was trying to show that he knew what her plan was.

    And I Peggy was annoyed at first with the kiss (treating her like a girl) but the fact that it went so long, she realized that his bravado was just a facade and that he wasn't being dismissive because he doesn't appreciate her, he was using it as a defense mechanism. She realized that she actually got to him and the tears came because she realized that it was too late for her to take it back. Then, by the time she makes it to the elevator she knows she made the right decision.

  • dh4645 May 31, 2012

    also, dont forget peggy's huge smile as she looked back and got in the elevator. that was great as well.

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