Don and Betty
Don prepares breakfast in bed for Betty for Mother’s Day. He steps on a skate (or some other wheeled toy) and falls down the stairs. He flashes back to falling down the stairs the day Adam was born.

Later that night, the Drapers come home from a Mother’s Day celebration with sleeping kids and balloons in their arms. In bed that night, Don reads “The Best of Everything” and is fascinated. They discuss Joan Crawford, and another allusion to Salvatore’s gayness is made (he “couldn’t stop talking about” Crawford). Betty talks about her fear of growing old. They cuddle. She reminisces about her mother, but Don resists expressions of “melancholy.” Don is suspicious of Dr. Wayne, who is allowing Betty the room to mourn, and Betty defends him.

Betty tells Don she desires him constantly. They make love.

The next morning, Don meets with representatives of Olympic Cruise Lines and the Israeli Ministry of Tourism, hoping to promote Israel as a resort destination. They hand Don a copy of “Exodus” to read.

At work the next day, Don studies Holocaust pictures, then meets with Paul, Sal, and Pete. They discuss Israel, still stuck. After the guys leave, Don calls Rachel.

In bed that night, Don reads “Exodus” and Betty tells Don that the first boy she kissed was Jewish. She tells the story and then kisses Don ardently, but he puts her off.

The next day, Don meets Rachel for lunch and asks her about Judaism. He holds her hand, and for a moment she allows it. She says the first place Jews were exiled was Babylon, and they discuss Utopia.

Don visits Midge that night and immediately grabs her and starts making out intensely. There’s a knock at the door. Midge’s beatnik friend Roy comes in and kisses her. She introduces the men. Roy wants to go to The Gaslight to hear their friend Ian; all three go.

At The Gaslight, Roy and Don spar verbally, Roy criticizing Don for “perpetuating the lie.” Midge suggests it’s a pissing match. A beatnik reads the society page, then another recites a poem, then their friend Ian’s group sings “Waters of Babylon.”

Roger’s wife and daughter, Mona and Margaret, visit the office. Mona wants to get Margaret a fashionable haircut and wants advice from the women in the office. Joan makes an appointment.

In bed, Roger complains about Margaret’s aimlessness. It’s then revealed he’s talking to Joan, who is getting dressed: They’re in a hotel. Roger wants Joan to have her own place. He says he’s “tired of all the sneaking around.” But Joan says he loves it, and she is happy with her roommate, Carol. Rogers suggests replacing Carol with a bird. They make love again.

Back at the hotel, Roger has brought Joan a bird. She makes him cover the cage before they make love.

Ken and Sal meet with Freddy (whose name is given later) about the Belle Jolie lipstick campaign. They’re stumped, so they set up a test group. Joan brings all the office women to test Belle Jolie lipsticks, while the men watch through one-way glass.

The men ogle and joke. They notice that Peggy isn’t participating. When the test ends, Peggy gets the discarded tissues so that the marketers can figure out which lipsticks were used, and says, “Here’s your basket of kisses.” Freddy thinks someone must have told her that phrase, assuming she isn’t clever enough to have come up with it herself. Freddy ends up impressed by Peggy’s insight.

Freddy discusses Peggy with Don and they agree she has abilities they hadn’t guessed at. They send Joan to tell her that “Mr. Rumsen” (Freddy, it seems) wants her to write Belle Jolie copy. There is no raise and it is on her own time, in addition to her other duties. Peggy is grateful.

After lunch with Don, Rachel calls her sister and obliquely discusses Don.

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