Mad Men episode 106: “Babylon”

Mad Men unveils its first great episode, a noodling hour of mood and texture, notably lacking in plot. Don finds himself in exile from Rachel, and doesn’t find any relief from Midge. Peggy participates in a focus group and makes her first tentative step towards a career in creative by coming up with the line “basket of kisses.”

I’ve often referred to “Babylon” as Mad Men’s first truly great episode. When newcomers are having a hard time getting into the series, I always recommend they watch the first six episodes, until the end of “Babylon.” If they’re not hooked then, they probably never will be.

Interestingly, Netflix released a study about a year ago that showed which episodes of various TV series led to viewers going on a binge-watch–basically, looking at viewing habits and seeing at which point the viewer binges on many episodes in a row. My recommendation was validated, as “Babylon” was the episode that finally hooked Netflix viewers, starting their Mad Men binge in earnest.

What’s most interesting about “Babylon” and its status as an early great episode is the fact that it is mostly devoid of plot. Before I discuss that, let me get some semantics out of the way. “Story” and “plot” are often used interchangeably when discussing film and television, but there is a difference. The story is what happens, and the plot is how it happens. Plot is the collection of the turning points in the story that lead from one movement in the narrative to the next. For example, one could say the story of the first Star Wars movie concludes with Luke Skywalker blowing up the Death Star. But the plot includes important points that add weight to the story: Han and Chewbacca had to leave before the attack on the Death Star, because they had collected their reward money and needed to return to Tatooine and pay off their debt to Jabba. When Luke was in trouble in his trench run on the Death Star, he was saved when Han and Chewbacca return in the Millennium Falcon and knock Darth Vader out of the way. These are the points of the story (“plot points”) that add depth, drama, excitement, sadness, etc., to the story.

So “Babylon” definitely has a story, but is very short on plot. There’s no rising arc, no tension between protagonist and antagonist, or other conventional plot devices. It floats by on mood alone, and it’s a captivating mood. It’s easy to say that nothing really happens in “Babylon,” and plot-wise (both in this episode and in the over-arching plot of Season 1), that may be true. It’s easy to see why this episode delineates the Mad Men fans from those who just aren’t into it.

After the previous episode’s reveal about Don’s true identity, we get the series’ first “Dick Whitman flashback.” After getting up early to cook Betty a Mother’s Day breakfast, Don slips on a toy on his way up the stairs and takes a nasty tumble. He slips into a memory of Adam Whitman’s birth. We see Don’s stepmother Abigail proudly cradling her newborn son, and we see Uncle Mack who reminds young Dick that he and Adam share the same father. If Mack is his uncle, but he shares the same father with Adam, then who is their father? Don’s past is not clear at this point, not even to us, the omniscient viewer.

Don’s bungled attempt at a Mother’s Day breakfast-in-bed is appreciated by Betty, but she can’t resist slipping into being sad about her own mother, who has died but a few months ago. Don encourages Betty to snap out of it, calling mourning “extended self-pity.” Don should look in the mirror, because inside he’s also wallowing in his longing for what he can’t have: Rachel Menken.

When the Israeli Tourism Board comes in for a pitch from Sterling Cooper, Don uses the Jewish connection to arrange for a lunch meeting with Rachel. It’s supposedly a business lunch, and he needs her “expertise.” She reluctantly accepts his invitation. When she finds out why he needed to see her so badly, she’s dubious. “I’m the only Jew you know in New York?”

Don tries to loosen up this lunch meeting, hoping Rachel will have a drink. She has coffee instead. He reaches out to hold her hand, but she resists. When she sees where all this is headed, she leaves early and says the lunch better not show up on Menken’s bill from Sterling Cooper. But before leaving, she does give Don an important point to think about. Israel needs to exist, as a place for Jewish people to just be themselves, after years of persecution. Don misses her main point and compares Israel to a Shangri-La or a utopia, which leads Rachel to explain what she learned about utopia in college. The Greeks had two different words for utopia, which alternately translates to the “good place” and the “place that can never be.” This seems to be the perfect analogy for Don and Rachel’s relationship.

So Don goes running back into the arms of Midge. He rushes her as soon as he walks through her door, picking her up in preparation for what one would imagine would be a vigorous round of sex. However, it’s coitus interruptus as Midge’s friend Roy comes knocking on the door not long after Don did. Roy wants Midge to come see their friend Ian perform at an underground nightclub; Midge convinces Don to come along by promising to wear a short skirt and nothing else underneath.

Once at the club, Don and Roy begin to bicker. Roy is a beatnik/early hippie starting a “theater of the people” that he’s trying to recruit Midge into. Roy is shocked that Don works on Madison Avenue, that he’s a “huckster” who helped “create the religion of mass consumption.” Don fires back that Roy should get a real job, and also questions Roy’s masculinity by saying he spent more time on his hair this morning than Midge did. Between that and the lame musical and spoken-word performances on display, Don’s had enough and wants to leave. But Midge convinces him to stay for the reason they came, Ian the musician. Ian and a musical partner give a performance of the traditional song “By the Water of Babylon,” which seems to move Don. His mind is filled with thoughts of Rachel; the song’s lyrics about the plight of the Jewish people and their earlier conversation strike a chord with him. The song seems to describe the detachment he feels from his everyday life.

The episode closes with a montage over the performance of the song: Rachel works late at the store; Betty shows Sally how to put on makeup; Roger and Joan leave a hotel where they’ve been carrying on an affair. As the music ends, we see Joan and Roger far apart on the street, the only sounds over the closing credits being the street noises of a relatively quiet night in Manhattan, and the action of Roger’s Zippo lighter opening, striking a flame to light his cigarette and then closing. It’s all moody, ambient, and incredibly affecting. We the audience feel what Don was feeling while the song played.


In addition to the reveal of Roger and Joan’s ongoing affair, the other main storyline in the episode concerns Peggy. Belle Jolie would like the Sterling Cooper secretaries to give their opinion on their line of lipsticks. Although there’s many colors, and all the secretaries are excited to take some time off of work and play with makeup, Peggy doesn’t get the color she wanted and stares at the other secretaries in derision. When asked why she didn’t participate by Freddy Rumsen from the creative department, Peggy says she didn’t get her color, and that no one wants to be “one of a hundred colors in a box.” As she offers Freddy the wastebasket with the tissues that have remains of the lipstick, she tells him “here’s your basket of kisses.” Freddy recognizes a creative mind, and a new journey for Peggy has begun.

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