God bless Peggy Olsen. She’s a junior Don Draper in the making and Don’s beginning to recognize it. Suffering through the opening strains of Ann-Margret belting out “Bye Bye Birdie” because it’s the concept with which potential new clients Pepsi want to launch their potential new diet soda called Patio, Peggy wants to know how in the world that is supposed to appeal to the target audience, women. She’s summarily dismissed as not being the target audience because she’s “not fat anymore,” but Peggy hits upon the first truism for advertising consultants: the customer is NOT always right.

Poor Kinsey, he can’t decide who he even is. He thinks being an ad man in Madison Avenue is a channel for social justice and civic responsibility. This half-rate Beatnik goes toe-to-toe with representatives of Madison Square Garden, who would like to demolish New York’s Penn Station to make way for their new sports complex (spoiler: the real Penn Station was demolished in October, 1963, surely to Beardo’s dismay). Pete Campbell fires off the first zinger of the episode by pinning a now nervous Kinsey with the ego deflating, “Do you ever listen to yourself?” Pete then scurries off and tattles to Don.

One thing about the Senior Management of Sterling-Cooper: they aren’t used to having bosses. Despite selling the agency to a British monolith at the end of last season, founder Burt Cooper and partners Roger Sterling and Don Draper now have to sometimes deal with the reality the rest of us live in: middling middle managers who have nothing better to do than to fuck up our buzz. The Mad Men’s days are now being ruined by a particularly droll bastard by way of Mr. Lane Price, our new CFO from High Street. Seems the home office has lost Campbells Soup UK and it has something to do with the fact that the American arm, repped by Sterling-Cooper, never shored up the home front. Nobody’s willing to take the blame for this rather obvious oversight (Don quips, “I usually attend meetings, not schedule them”–dude needs a Project Manager!) and our man Lane is down one more account.

Silver Fox Roger Sterling is his usual snarky self when daughter Margaret and ex-wife Mona confront him on the fact that Little Miss Sterling doesn’t want New Mommy at the nuptials. Roger is having none of it and tries in vain to enlist the son-in-law-to-be to his cause. But Roger doesn’t lose often and ensures Family #1 that Wife #2 will indeed be attending the wedding, which should be a hoot since it’s scheduled the day after JFK’s fateful trip to Dallas. I have a feeling the hokey pokey will be less than well received.

Those bastards at Madison Square Gardens just won’t go away. Since Kinsey so dutifully dumped the initial meet and greet Don is enlisted to save face and keep Sterling-Cooper in the running. Earning every cent of that minority twelve and a half percent that had him as a junior partner before the buy out, Draper once again works his magic with a bit of the old charm and a bit more of that ad man wisdom when he simply tells the publicity hammered MSG gang some simple advice: “If you don’t like what people are saying, change the conversation.” God damn if that doesn’t justify the mark-ups Burt Cooper surely added on to production and ad buys way back when.

Much of the show has been a slow unveiling of Peggy as Don’s doppelganger. She has the innate talent and insight that makes creative leads dazzle clients and confound co-workers. Looks like she has a little bit more in common with the boss though as she picks up a frat guy in a bar and gives him a story he can take back to campus that will have him strutting like a cock on the farm…until he graduates and ends up cataloging those giant data wheels at IBM. Don’t expect another preggers moment for Peggy though as she told the unprepared Joe College that “there are other things we can do” when he failed to produce a Trojan. Such a nice girl…

The one thing missing from Mad Men has been conflict with the boss. Now that Sterling-Cooper has bespoke overlords, we get a taste of that disgruntled friction served up Draper style. Seems new man Price forgot to run the numbers on what it would take to maintain the bothersome MSG account and orders Don to drop them just as our hero has reeled them back in. Draper delivers a dressing down only a man with some Fuck You Money and talent to burn can and sends Price wimpering back to his office. I am going to like the sight of Draper telling off his boss with more class and panache than most of us could muster to sputter through our quivering lips. Finally, Don will be the voice of beaten worker bees everywhere!

As her mentor, Don is always imparting wisdom on young Peggy. When she confuses what she does for a living with art, Don reminds her that what she does is solve problems—just like he does. The lesson is a hard one and Don later seems to be the one who walks away with new understanding when he realizes that Peggy may be right: the most effective way to market to women may NOT be through a man’s eyes. For a brief moment, the student is the teacher.

Meanwhile Betty’s dad is losing it slowly. Before anyone really knew or understood Alzheimer’s Disease it was often dismissed as simple confusion or willful crotchety-ness. Betsey’s brother Willy sees Daddy’s decline as an opening to take over the family homestead but Bets ain’t having it and eventually compels Don to do what he does best: fix it. Draper doesn’t often intimidate but when he does it’s lethal. Leveraging the same brute force of will that plied Bobby Barret last year (minus the finger blast and hair tug), Don makes it clear that Willy is going home with nothing. Of course, Don is a business man and understands nothing comes free. Grandpa is moving in with the Drapers but Willy is footing the bill. Don sends poor hapless Willy into the night with his family and without the Old Man’s Lincoln. The look of appreciation and maybe a bit of respectable fear in Betty’s eyes at Don’s power to persuade when Willy tells her of “the arrangement” is one of those quiet moments that elevates this show beyond melodrama.

When Don explains to Peggy that the reason the Ann-Margret t rip-off for Pepsi’s new diet soda is effective is because she represents unbridled, lusty youth and an innocence with just a touch of sex, he means it. He almost acknowledges the fact that men are generally helpless to this sort of messaging and that is the true meaning of “sex sells,” a banal phrase he dismissed in an earlier episode as something “people who think monkey’s can do this,” say. But life, even for lecherous men, is more than pining for young thighs. The image of his daughter’s young school teacher frolicking through the grass nearly lulls Don into a coma and his gentle stroking of the grass under his chair is either a not so subtle nod to “the grass is always greener” or a more sanguine reminder that youth is fleeting and special and young women in particular are a treasure—and not one attained between the sheets. Maybe I am a romantic but I am going with the latter.

AMC’s Official episode guide–not as funny as mine but maybe more details.

Mad Men: iTunes, Amazon, wiki

*This article has been edited for clarification and grammar.