“Well let me tell you ’bout the way she looked / The way she’d act and the color of her hair / Her voice was soft and cool / Her eyes were clear and bright / But she’s not there” — The Zombies, “She’s Not There”

Michael Ginsberg pitches an Axe body spray commercial about how Chevalier cologne will make the chicks flock to you as if you were a rock star. A Chevalier exec with a swishy voice demands “chaos and the fun, that sort of adolescent joy” — a theme you might recognize from basically every ad campaign conducted since the ’60s. Stan makes the observant point that a dreamy track by The Zombies won’t evoke the same kind of carefree glee as The Beatles in A Hard Day’s Night. Don has never kept up with music. His aesthetic fascism is mostly visual. The young people all roll their eyes at him behind his back as a result, but how much more would they roll their eyes if he actually tried to keep up with them?

Pete’s slimy train friend, Howard, weaves a tale about the city apartment he keeps for a slim-waisted strawberry blonde “side dish” with a giant rack. Howard is just doing the same thing Don Draper used to do to Betty, but without Don it seems gross rather than glamorous. Especially when we find out that Howard’s forlorn wife, Beth, is mumbly babe Rory Gilmore (Alexis Bledel). Roger gives Pete a pair of skis. Nobody gets better bits of physical comedy on this show than Pete, whether it’s a chip ‘n’ dip, rifle, ski poles, or a dog. If there is a funny object, Pete will be the one to interact with it. His basic inability to not look silly doing things makes him lovable somehow.

Megan cryptically tells Don that she is going out, forcing Peggy to cover for her. Peggy to cover for her. As we all know, Peggy hates covering for people. She even goes all Jerky Boys on Don (“PIZZA HOUSE!”) rather than be forced into lying, which she is notoriously terrible at. She has long since realized that she doesn’t have to do everything Don says, even if he says it in a really commanding voice and especially when he’s drunk and not physically present. Megan tells Peggy she’s going to dinner with Don and tells Don that she went out to drinks. We’re assuming she took her horrible father’s advice to heart, and has decided to pursue acting because she thinks her passion for it is indicative of her potential for success. Don and Peggy treat Megan’s defection from the agency like parents disappointed in their daughter’s choice of college. Everyone projects their dreams and fantasies onto Megan. Don had projected his fantasy of them as partners killing it in the office and in bed (with him on top). Peggy got so into mentoring Megan that she started conflating Megan’s successes with her own. Their dreams about how much more they could accomplish with an intelligent, beautiful, charismatic woman constantly by their side supporting them got erased by Megan’s desire for a solo spotlight.

Pete’s tastes now run to beautiful but sad objects. That is how he picks up Beth, Howard’s wife, at the train station. She is icily fragile; a brunette Betty Draper who openly vocalizes her destructive and depressive thoughts. The worry that Pete is going to rape Beth is assuaged by Beth making the first move. “Don’t you want me? You can have me,” she says, knowing full well he will think about it for the rest of his life. (“Just taste it!”) Rory Gilmore and Pete lie on their backs like a couple of postcoital Republicans. Her neck is all red and her pearls are still on. Everyone’s on the floor this season. Horizontally staring lovingly into her eyes on the floor, Pete looks younger and hotter than he has all season. He looks like the 32-year-old he actually is, not like the prematurely old angry man he has become in the suburbs. Beth makes a comment about how the sexual attention she receives from men for her looks is a double-edged sword, since they don’t care what she has to say. Pete insists he’s interested in her, but he certainly seems to be focused on memorizing her face while she talks. I don’t really buy Rory Gilmore as a disgruntled housewife, because she still looks like a teenager. But I guess Trudy still looks like a babe, and that hasn’t stopped Pete from stepping out on her. Cheating isn’t about what your wife looks like, anyway.

Beth describes a pattern of self-destructive behavior that she says was in the past, but seems like it may not exactly have stopped. Pete and Harry’s excellent phone booth aside seemed like an excuse for Rory Gilmore to hang up on him, but somehow she stays on the line. In taking on Don’s old lifestyle, Pete has inherited Don’s old preference for melancholic women with reckless personalities. Beth tells Pete to “fantasize about it” and leave her alone, but their conversation about never doing it again is heavy with languid eroticism. The episode was called “Lady Lazarus,” after the Sylvia Plath poem, the one that ends “Out of the ash / I rise with my red hair / And I eat men like air.” Trudy is obedient, pleasant, and prudish. Beth is volatile, negative, and aggressively sexual. She is Pete’s own equivalent of Tony Soprano’s Gloria Trillo. Having finally found a kindred suicidal spirit, he is ravenous for more contact. He wants a woman he can disappear inside of.

A makeup-less Megan tells Don the truth about her dreams of being an actress. Don knows he can’t possibly overrule her. Peggy’s assertion that Megan is just one of those people who’s good at everything is probably true. Megan looks like she’ll be good at everything and therefore she becomes successful at whatever she wants. Like Don, she knows how to make people feel the way they want to feel. It makes her a great saleswoman, but she doesn’t like selling. And Don, used to being a customer, doesn’t know how he feels about that. Far from being an independent Casanova, Don Draper is now entirely codependent. He flails without a female helpmate, and when his romantic partners abandon him he turns to Peggy. The real question is, why didn’t he ask Joan to come with him to Cool Whip? She and Don could have done the bit and had the Cool Whip execs licking non-dairy substitute out of her cleavage. Peggy can’t help but scold Megan in the manner of her own overbearing Catholic mother (“You’re taking up a spot!”), but it’s out of misplaced anger at Megan for blowing her writing talent. Peggy believes that what they do at SCDP is important, and acting is frivolous. Megan thinks advertising is frivolous and that acting is the truly important work. She doesn’t want to combine the two, even though she could easily just be in the Cool Whip couple commercial with Don. Such strong commitment to artistic integrity is mostly a privilege of the rich and young. Megan is both, and without the need to sell out by doing something profitable she can slum it in Off Broadway plays and work on honing her craft in acting classes for as long as she likes. The truth is that she could always still come back to SCDP.

Megan knows exactly how good she is onstage. Don doesn’t like her desire for a bigger audience. He didn’t like it during “Zou Bisou,” and he sure won’t like it when she has to kiss a male co-star or do scene work with some long-haired Brando wannabe. An insightful Stan says Megan just realized that the high from selling baked beans didn’t do anything for her. If dunking the Heinz account in a mouthwatering splash of bean juice is really as good as the job gets, who’s to blame Megan for leaving in search of Shakespeare and Strindberg? Peggy and Don find this attitude strange and entitled. Don tries to convince Megan that she doesn’t understand where her own gifts lie, but Megan is as headstrong as Don (and younger) and knows that her path hasn’t been set in stone yet. Pete Campbell, who once seemed capable of communicating with women like Peggy as peers, has become more misogynistic than ever. He makes a weird “nice guy” speech about how women get to decide what happens, as if women are the ones who always have all the power in sexual relationships. (Hey, Pete, watch Girls!) Megan, hip as ever in a green vinyl raincoat and Aztec-print dress, takes the elevator down to her future. The elevator opens just long enough to show Don the brutalist wired nothingness of the elevator shaft. Don registers the blatant metaphor of the void and alerts no one.

The song Chevalier likes for the spot is horribly out of date. Michael Ginsberg is a music snob, and thinks that exposure to bad music feels like being stabbed in the heart. Don doesn’t even know it isn’t The Beatles, and Chevalier doesn’t seem to know that The Beatles don’t even sound like that anymore. The company trying to co-opt the cool thing doesn’t understand the cool thing. They just know that coolness sells products and that they need to keep up. Peggy feels like Megan left because she was too hard on her, and Joan tries to make her feel better by talking shit about how Don is shallow. He marries women because of what they look like and what that suggests about him. But Megan doesn’t want to be an accessory, especially to a powerful man like Don. And she isn’t an airhead by any means. Megan loves Don, but she doesn’t love him more than she loves herself. Don likes her feistiness, but simultaneously it flips him out. Megan likes to have every kind of media on at once and she serves the sauce when it’s too hot. But she could have bit and smiled her way through a gallon of orange sherbet if the job called for it, and she certainly wouldn’t have expressed her honest opinion on Cool Whip to Mr. Belding the way Peggy does. Meanwhile, Don and Peggy sound like a bickering couple trying to sound casual in public during a big fight.

Pete does not take well to being ignored. Despite the fact that he almost destroyed Peggy’s life by one-night standing her and once raped an au pair, he goes into a blind murderous rage over the idea of being used for sex by Beth. He talks his way into coming over to Howard and Beth’s house. (Howard is very busy getting ready to judge America’s Got Talent.) Pete likes to show his admiration for people by fucking them over, and he clearly admires Howard’s ability to have a way-out-of-his-league wife and cheat on her with a 24-year-old. The only person who still speaks Don’s language is Roger. Don says his only dream growing up was indoor plumbing, but if that were true he would have stopped climbing the ladder when he was still a fur-coat or car salesman. Don would make a great actor. He played a character named “Don Draper” for a large portion of his life.

A well-intentioned Megan heads to her acting class and leaves Don with a copy of The Beatles’ latest album, Revolver. Rory Gilmore draws a little heart (“<3") in the window fog that only Pete can see. It dissolves when she rolls down the window, which is NOT WHAT HAPPENS. I've been doodling in car-window fog my whole life and there would be a streaky little finger-grease heart on her window for much longer than that. I thought she might write "FUCK U" or draw a little dick, but she wants to float out into space with Pete. Megan lies on the floor of her acting class, imagining that she is a tree or something. Don turns off the record. He doesn't like "Tomorrow Never Knows." The new sensuality makes no sense to him. He understands shiny new objects and the straightforward narratives of Sinatra songs. He doesn't care for incense and tape loops. Even under the influence of LSD or psychedelic music, Don and Roger don't comprehend ego death as an objective. Why would you want to lose yourself completely? Isn't it already hard enough to keep track?