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Case Number 18642

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Mad Men: Season Three (Blu-Ray)

Lionsgate // 2009 // 611 Minutes // Not Rated
Reviewed by Appellate Judge Jennifer Malkowski (Retired) // April 1st, 2010

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All Rise...

Appellate Judge Jennifer Malkowski plans to hire Sterling Cooper to write her future review blurbs.

Editor's Note

Our reviews of Mad Men: Season One (published July 2nd, 2008), Mad Men: Season Two (published July 14th, 2009), Mad Men: Season Two (Blu-Ray) (published July 14th, 2009), Mad Men: Season Three (published March 22nd, 2010), Mad Men: Season Four (Blu-Ray) (published March 28th, 2011), Mad Men: Season Five (Blu-ray) (published November 12th, 2012), Mad Men: Season Six (Blu-ray) (published November 11th, 2013), Mad Men: The Final Season, Part 1 (Blu-ray) (published October 20th, 2014), and Mad Men: The Final Season, Part 2 (Blu-ray) (published February 21st, 2016) are also available.

The Charge

Young Sally, reading from The Decline and Fall of the Roman Empire: "Fashion was the only law. Pleasure was the only pursuit."
Grandpa Gene: "You just wait. All Hell's gonna break loose."

Opening Statement

Though its parallels with ancient Rome are not exact, Mad Men is very much a show about the decline and fall of a way of life, and about how historical change feels to the individuals who live through it. In its third season all Hell really does break loose as our Madison Avenue ad men (and woman) weather the tumultuous events of 1963. It's far more than a guided tour of American history, though, and this phenomenal season connects national and personal events with more grace than ever. Sumptuously filmed, beautifully acted, and subtly written, it's become the best show on the air today—with a well-deserved fourth season starting this July on AMC.

mad men, jon hamm

Note: Images are not taken from this Blu-Ray release and do not reflect its picture quality.

Facts of the Case

Spoiler Alert! I'll be discussing plot points through the end of Season Three.

Six months after we last saw him, perennially smooth Don Draper (Jon Hamm, 30 Rock) is on good behavior at home with his two children and his pregnant wife, Betty (January Jones, American Wedding), who has taken him back after uncovering (one of) his affair(s). At work, he and his colleagues are adjusting to their purchase by the British agency Putnam Powell & Lowe, and liking PPL's rule about as well as the American colonists liked England's! It doesn't help that their new overseer Lane Pryce (Jared Harris, The Notorious Bettie Page) seems more interested in pinching pennies than in good advertising. The partners, eccentric Bert Cooper (Robert Morse, Pound Puppies) and lackadaisical Roger Sterling (John Slattery, Flags of Our Fathers), are coming to terms with trading their power for money. The mid-level staff fear another round of firings, including ambitious whiner Pete Campbell (Vincent Kartheiser, Angel), closeted illustrator salvatore romano (Bryan Batt, Jeffrey), middling yes-man Harry Crane (Rich Sommer, The Devil Wears Prada), secretary-turned-writer Peggy Olson (Elisabeth Moss, The West Wing), and pretentious ass Paul Kinsey (Michael Gladis, Third Watch). Bombshell office manager Joan (Christina Hendricks, Firefly) seems unfazed, as usual—but even more so because she's just gotten hitched to an almost-doctor and plans to quit very soon.

Mad Men: Season Three (Blu-ray) includes all 13 episodes of the season, spread over three discs, with one or two commentary tracks each:

Disc One
• "Out of Town"
Don celebrates his birthday by seducing a perky stewardess while on business in Baltimore. Accompanying him is Sal, who also finds himself involved in a seduction. Back in New York, the Brits are finishing up a round of firings that includes the head of Accounts. Pryce fills this post with both Ken and Pete, letting them duke it out to see who will keep the job.
Pete: "Why does it always have to be like this? Why can't I get anything good all at once?"
Commentary 1: Vincent Kartheiser, Aaron Staton, Bryan Batt, Rich Sommer
Commentary 2: Matthew Weiner, Phil Abraham, David Carbonara

• "Love Among the Ruins"
Sterling Cooper greets two new accounts: a diet cola called Patio and the builders of Madison Square Garden. The former rubs Peggy the wrong way (despite being reminded by Harry, "you're not fat anymore"), and the latter gets a self-righteous Paul in trouble. Betty's family must determine what to do with her semi-senile father, and Roger faces open rebellion from his daughter, as her wedding approaches, about his new wife.
Don, making a pitch: "Let's also say that change is neither good nor bad. It simply is. It can be greeted with terror or joy: a tantrum that says 'I want it the way it was,' or a dance that says, 'look, it's something new.'"
Commentary: Matthew Weiner, Elisabeth Moss, Michael Gladis, Jared Harris

• "My Old Kentucky Home"
Paul, Peggy, and Smitty get stuck working all weekend while the higher-ups attend Roger's garden party with a Kentucky Derby theme (and, horrifyingly, a blackface performance by Roger himself!). Joan hosts a party of her own with her new hubbie and reveals an unusual talent.
Peggy: "I'm Peggy Olson. And I want to smoke some marijuana."
Commentary 1: Elisabeth Moss, Janie Bryant
Commentary 2: Matthew Weiner, Dahvie Waller

• "The Arrangements"
A new sucker/client wants to invest millions of dollars on popularizing jai alai in the U.S., which gives the Sterling Cooper boys a good laugh. Also, Sal tries his hand at commercial directing with the Patio ad. At the Draper home, Sally grows closer with her Grandpa Gene and is devastated when he suddenly dies.
Don, on the jai alai account: "He has no idea how confused America is gonna be about that 'J.'"
Commentary: Matthew Weiner, Kiernan Shipka, Ryan Cutrona

• "The Fog"
Duck Phillips comes courting Pete and Peggy, hoping to bring them over to the agency he now works for, Grey Advertising. Betty goes into labor and Don bonds with another father-to-be, Dennis, in the hospital waiting room.
Dennis, to Don: "This is a fresh start…I'm gonna be a better man."
Commentary: Matthew Weiner, Dan Bishop, Phil Abraham

Special Features: "Mad Men Illustrated"

Disc Two • "Guy Walks into an Advertising Agency"
In the most cleverly titled episode of the season, Sally greets her baby brother with a mixture of hostility and fear, which Betty and Don work to assuage. Joan prepares for her last day at Sterling Cooper just as the bosses from the home office cross the Atlantic to visit. To Don's dismay, they bring a shiny new advertising prodigy, Guy MacKendrick.

Paul: "He might lose his foot."
Roger: "Right when he got it in the door."
Commentary 1: Christina Hendricks, Jared Harris
Commentary 2: Matthew Weiner, Lesli Linka Glatter

• "Seven Twenty Three"
Three characters experience emotional upheaval on the title date, July 23, 1963. Peggy finds herself tempted by Duck's offer(s); Betty begins a dangerous friendship with Henry Francis, a political advisor with whom she shared an intimate moment at Roger's Derby party; and Don is pressured to sign a binding contract with Sterling Cooper in order to get a huge account from Conrad Hilton, with whom he also shared a (different kind of) intimate moment at the Derby party.
Cooper: "You can't go any further on your own, Don."
Commentary 1: Andre and Maria Jacquemetton
Commentary 2: Matthew Weiner, Robert Morse, Josh Weltman, Bob Levinson

• "Souvenir"
An episode about getting away and about staying home: Pete does the latter on a hot August weekend when Trudy is out of town and plays knight-in-shining-armor to the distressed au pair next door. Don and Betty do the former, jetting off for business and pleasure when Hilton beckons Don to visit him in Rome. While they're gone, Sally aims for her first kiss.
Betty, advising Sally: "You don't kiss boys. Boys kiss you."
Commentary: Matthew Weiner, Vincent Kartheiser, Lisa Albert

mad men, jon hamm

• "The Wee Small Hours"
Betty and Don both pursue extramarital romance—Betty tentatively with Henry, and Don aggressively with Miss Farrell, Sally's former teacher. Don grows closer with Hilton, but gets a surprising reaction when he presents a campaign idea. Sal stumbles into a career-ending disaster with a client.
Conrad Hilton: "When I say I want the moon, I expect the moon."
Commentary 1: John Hamm, Bryan Batt, Chelcie Ross
Commentary 2: Matthew Weiner, Scott Hornbacher

Special Features: "Clearing the Air: The History of Cigarette Advertising," "Flashback 1963"

Disc Three
• "The Color Blue"
Sterling Cooper prepares for its 40th Anniversary Party, and Paul becomes resentful of Peggy's talent. Don is having a full-blown, sleepover-style affair with Miss Farrell and Betty has no idea—but she does find the key to his secret drawer full o' secrets…
Roger's mother, to Jane: "Enjoy the world as it is, Margaret. They'll change it and never give you a reason."
Commentary 1: Elisabeth Moss, Michael Gladis, Jared Harris
Commentary 2: Matthew Weiner, Mike Uppendahl

• "The Gypsy and the Hobo"
Marriages new and old are tested in this episode. Joan gets fed up with Greg's career failures, and Roger reminisces with an old flame/new client, Annabelle, who clearly wants him. As Don prepares for a getaway with Miss Farrell, Betty waits for him at home with an ambush totally unrelated to his latest infidelity.
Annabelle, to Roger: "I heard you're married: still or again?"
Commentary 1: Christina Hendricks, John Slattery, Jennifer Getzinger
Commentary 2: John Hamm, Matthew Weiner

• "The Grown-Ups"
The rhythms of life at Sterling Cooper are shattered by the assassination of President Kennedy, as are the dreams of blushing bride Margaret Sterling, whose wedding is scheduled for the following day. Most put on a brave face and attend the wedding anyway, where Betty has a realization about her marriage.
Sung over the end credits: "Don't they know it's the end of the world?"
Commentary 1: Vincent Kartheiser, Alison Brie, John Slattery
Commentary 2: Matthew Weiner, Blake McCormick, Brett Johnson

mad men, jon hamm

• "Shut the Door. Have a Seat."
Still reeling from Kennedy's death, our m/ad men and women now face professional disaster: PPL is selling Sterling Cooper to a big, soulless ad agency. Unable to save his marriage (Betty wants a divorce), Don decides to save his job and spearheads an effort to start a new agency and sneak out of Sterling Cooper with their best clients.
Pryce: "Well, gentlemen: I suppose you're fired."
Commentary 1: John Hamm, Robert Morse, John Slattery
Commentary 2: Matthew Weiner, Erin Levy

Special Features: "Medgar Evers: An Unsung Hero," "We Shall Overcome: The March on Washington"

The Evidence

Though it seems obvious to say that Mad Men is a show that's interested in the past, I didn't realize until Season Three how deep this engagement runs. Its makers have an intense fixation on both the events and accessories of a bygone era, rendering history in incredibly well researched detail. But they tunnel beneath the era's slick surface of glamour and tranquility to a layer of cultural critique and deconstruction, and then they dig beneath even that to reach a kind of storytelling without snark—without the morally superior dismissals one generation hands down to those that came before it. On this level, Mad Men thematizes nostalgia and the ordinary-but-devastating experience of feeling the present slip continually and irrevocably into the past.

We can see this dynamic at work in the brilliant mid-season episode "Souvenir," which offers moving examples of how Mad Men's characters engross themselves in what's already gone, even in their present/our past. Sally has her first kiss and days later laments to her mother, "But I already did it. It's over." Betty consoles her by reframing the "first kiss" as something you do with every new boy, that she'll have plenty of first kisses, but then Betty herself slips into an acknowledgement of how fleeting a first kiss always is: "It's where you go from being a stranger to knowing someone. And every kiss with them after that is a shadow of that kiss." Her first kiss with Don is long over, and we can feel how spectral its lingering romance is in their withering relationship. But Betty's brand new first kiss, with Henry, is also already gone, and there is a certain sadness in the implication that her romance with him, too, will inevitably come to feel like a shadow of another time. These wistful sentiments return with a more overtly depressing flavor in the episode's perfect closing line. After feeling her spark with Don rekindled a bit on a chic Italian getaway and then feeling it fizzle again upon returning home, Betty is given a souvenir of the trip by Don: a pretty little bracelet charm of the Coliseum. Don waits for her reaction, clearly pleased with himself for being so thoughtful, and Betty responds darkly, "Then I can have something to look at, when I tell the story of the time we went to Rome." The warmth this trip infused into their relationship—that we saw on screen just minutes ago, and that Betty experienced just days ago—has already fully receded into another time. All Betty can hope to salvage from the experience is a story to tell her friends, like the one she has just heard Francine tell about a trip she and her husband took, and that story, too, was coated in the faint sadness of things departed.

Here and elsewhere in Mad Men the writers and performers manage to access what's profound about nostalgia, moving far beyond enthusiasm for retro skinny ties and gorgeous old cars. It doesn't seem at first like the persistent nostalgia theme will connect well with the show's setting within the advertising industry, which appears to be fixated on the present of what the consumer can buy now and the brighter future these goods and services promise. Seeing the best ad (wo)men do their work, though, we realize that both nostalgia and advertising are about longing for something intangible and unreachable, and about the pleasure that feeling offers despite its disappointments. Don and Peggy understand what's at work in a consumer's mind when they see a really great ad: the can of Aquanet offers a little piece of effortless perfection to the woman who uses it to hold her hairdo in place. She can buy the product, and they hope she will, but the state of being it promises will slip through her grasp.

That the American ideal of happiness evoked in Sterling Cooper's ads is ungraspable is evident in every one of these characters' stories, and it becomes more evident to them at the season's end. Well, to some of them: Don and Peggy, again, are the most prescient about the change that's coming, as we see in the exceptional "Shut the Door. Have a Seat." These two characters' awareness is articulated in Don's emotional pitch to Peggy about why she should leave the old Sterling Cooper to work for his new agency. He had failed in his first non-attempt to employ her when she called him on his lack of regard for her:

Peggy: "You just assume I'll do whatever you say—just follow you like some nervous poodle."
Don: "I'm not gonna beg you."
Peggy: "Beg me? You didn't even ask me…I don't want to make a career out of being there so you can kick me when you fail."

When Don swallows his pride and actually puts his heart into recruiting her, he tells her she should come with him, "Because there are people out there who buy things, people like you and me. Then something happened—something terrible. And the way that they saw themselves…is gone. And nobody understands that. But you do." His words work on Peggy, and this pair of episodes (with "The Grown-Ups") works on us because, as these lines epitomize, they forge such an elegant link between national and personal tragedy. The way America saw itself is gone in the wake of Kennedy's assassination, and the way Don saw himself is gone after Betty's discovery of his secret past and the dissolution of their marriage.

And yet "Shut the Door. Have a Seat." has the most emotional catharsis and sheer joy of any episode of Mad Men: Don's plea to Peggy, Joan's return to the fold, and the glorious montage of these advertising renegades ransacking their own offices. After the darkness of "The Grown-Ups," this finale embodies the liberating feeling of admitting to flaws long repressed (again, on both a national and personal level), of standing amidst rubble and starting to build something better. Corporate wheelings and dealings take on a new emotional resonance here as the incipient Sterling Cooper Draper Pryce stands in for the American capacity to endlessly remake oneself. Don has done it before, and now he's doing it again—but out in the open this time, and amongst colleagues and even friends. As a bonus, this episode is built to appeal to both viewers who admire Don's character and viewers (like me, most of the time) who can't overlook his condescension, negligence, and occasional cruelty. If you like Don, you'll feel satisfied seeing him regain his passion and take decisive such action; if you hate Don, you'll love seeing him finally get called on all his bad behavior: by Roger, Pete, Peggy, and Betty. As Roger says, "I wanna see what you look like with your tail between your legs." Yes, please!

mad men, jon hamm

The first rate actors and actresses on Mad Men still deserve all the praise I lavished on them in my review of Mad Men: Season Two (Blu-ray), one merits an extra gold star this year because I fear he won't be with us next year. Bryan Batt, an out gay actor (refreshing!) playing a closeted gay character, does wonderful work as Sal. He expresses Sal's surprise, fear, and relief perfectly when the bellhop in "Out of Town" makes the move that will finally propel him into having sex with a man—well, the move that would have if a hotel fire hadn't interrupted things! His real shining moment, though, comes in the heartbreaking scene he shares with his wife Kitty in "The Arrangements." She tries to gauge why they haven't been having sex, kindly and gently, and he, kindly and gently, steers her into talking about the directing gig he's gotten on the Patio commercial. But as he describes and eventually acts out the number a hot young woman will perform in the commercial, Kitty slowly figures out the answer to her original question (actress Sarah Drew is great here, too). It's a wonderfully sad scene that represents the pain of so many gay men of that time and of the poor women who ended up married to them, as the writers understand perfectly that no one's a winner in this scenario and no one's at fault.

mad men, jon hamm

Mad Men's top-notch production values sparkle on this Blu-ray presentation: all the period details look sharp and bright, with beautiful saturation levels on the series' carefully chosen color palettes. Darker scenes sometimes appear a bit washed out, but the overall picture quality is very good and I didn't see many traces of compression. Songs and score are always great on Mad Men, occasionally enlivening the rather hushed soundscape, and these come through nicely on the DTS-HD Master Audio track. Sound recording improves this season, too, with dialogue that's a bit easier to make out. If you're wondering whether to watch the season on Blu-ray or DVD and the extra special features don't convince you, ask yourself: do you really want to sacrifice any audiovisual oomph when you watch the tractor scene of "Guy Walks Into an Advertising Agency?" (I could watch this scene over and over again; its sudden transformation of the office's sanitized tranquility into a blood-soaked gore-fest is brilliant.)

Special features are plentiful and high quality on Mad Men: Season Three (Blu-ray), but fall short of the high bar set by last season's release. Mainly, the interactive "Flashback 1963" on this set is a disappointing follow-up to the innovative and exciting "Time Capsule" of 1960s on the last Blu-ray set. Last year's feature picked out little details from the episodes—a restaurant the characters ate at, or a book one of them reads on-screen—and provided in-depth background on those details through text, photos, audio, and videos. "Flashback 1963" does far less, functioning like a minimal on-screen encyclopedia with a few tidbits on categories like "Automobiles," "Inventions," and "US Events" through blurbs and photographs. There is no effort to link the items in these categories to the set's episodes, either. The 70-minute documentary on Civil Rights hero Medgar Evers feels similarly disconnected from the series itself. At no point in this lengthy piece is the connection made that Evers is the bleeding African-American man Betty sees in her hospital hallucination in "The Fog." The documentary centers on interviews with his family members and an in-depth narration of the night he was assassinated. It's quite moving, though could perhaps have been better organized; an introduction to what Evers did and why he was important at the beginning would have better grounded his story. The set delves into Civil Rights history again with an audio presentation of Martin Luther King Jr.'s full "I Have a Dream" speech—which Don and Miss Farrell hear snippets of in his car on Mad Men. The speech is extremely powerful to hear today, and is accompanied by a nice batch of photos from 1963's March on Washington. "Clearing the Air: The History of Cigarette Advertising" is another substantive documentary feature, running at 45 minutes. Interviews with doctors, historians, advertisers, and anti-smoking activists are supplemented by stills and clips of actual cigarette ads throughout history. As you might imagine, this is a pretty outrageous history, and makes for interesting viewing. The final featurette is a delightful interview with artist Dyna Moe, who has a popular website where she posts drawings of each week's new Mad Men episode (see link in the sidebar). The drawings are fun, and Dyna Moe is even more fun, with a deadpan sense of humor that keeps this 15-minute interview lively. With the exception of "Flashback 1963," all of these features are on the DVD set, as well.

Like last season, we're also treated to a huge number of commentary tracks (most episodes have two!) with a variety of cast and crew participating. Fans can sample as they please, hearing everything from detailed background on the outfits by costume designer Janie Bryant, to lighthearted joking around among the actors, to introspective analysis of the dialogue and storylines by series creator Matthew Weiner and other writers. Even the actress who plays little Sally Draper joins in! Christina Hendricks is particularly fun, teasing, "What number Bobby Draper is this?" and acting jealous whenever a female character pays attention to Roger. Weiner himself is very much worth listening to, as he talks in great detail about his interpretation of the scenes (which weren't always the same as mine—but that's a compliment to the show's subtlety). I did find it amusing to hear him squirm whenever a brand name appeared on screen, though, frequently asserting "that's not product placement." These tracks will also be very informative for those interested in the show's historical accuracy, as the writers and producers talk about the research they conducted. After a lot of this talk on the track for "The Grown-Ups," someone observes over the credits "I don't think that story has been told, with JFK—how it actually felt," and Weiner (who was born in 1965) gamely interjects, "Well, we won't ever know. We weren't actually there."

The Rebuttal Witnesses

Even a series as deftly put together as Mad Men spits out the occasional clunker plot. This season's main offender was the Miss Farrell affair. Though I enjoyed the actress' performance, the character was both muddled and stale. Certainly a show about history that references its own history so often (for example, the double meaning when Peggy says entertaining Duck's job offer is her decision and Pete replies, "your decisions affect me") should expect its viewers to remember another self-possessed woman who sees through Don's charms, calls him on his flaws, and then sleeps with him anyway. But this reincarnation of Rachel Menken is less compelling than the original, and the writers' attempts to turn their repetition into something self-reflexive and deep fall flat.

Closing Statement

Last year, I closed my review of Mad Men: Season Two (Blu-ray) by lamenting that I could respect the show more than adore it because most of its characters were so unlikable, even if they were intelligently crafted. I wrote, "Despite keeping my brain enthralled, Sterling Cooper's employees have yet to worm their way into my heart." Well, they've found their way in: by the end of the season I was rooting for Don and his little crew. By adding just enough emotional warmth, and by really earning it, this third season becomes Mad Men's strongest yet.

The Verdict

Not guilty.

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Scales of Justice

Video: 93
Audio: 90
Extras: 80
Acting: 93
Story: 98
Judgment: 95

Perp Profile

Studio: Lionsgate
Video Formats:
• 1.78:1 Non-Anamorphic (1080p)
Audio Formats:
• DTS HD 5.1 Master Audio (English)
• English (SDH)
• Spanish
Running Time: 611 Minutes
Release Year: 2009
MPAA Rating: Not Rated
• Blu-ray
• Drama
• Television

Distinguishing Marks

• Episode Commentaries
• Featurettes
• Speech Audio
• Interactive History


• IMDb
• Official Site
• Mad Men Illustrated

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Review content copyright © 2010 Jennifer Malkowski; Site design and review layout copyright © 2016 Verdict Partners LLC. All rights reserved.