On the surface, everyone looks great. They have fine suits and slick cars and tight haircuts. They are masters of their industry and serious people. The slightest ding chips the paint, though, and we see that there are serious fissures beneath. It could all crumble at a moment’s notice, and the dust will run through Don Draper’s hands.

We all deserve a little fun before the disaster, though, and Peggy Olson is having hers. After a day at Jones Beach, Peggy and the gang pile into Joyce’s car for the drive back into the city. Peggy ends up on the lap of — who else?? — Abe, who is more than happy to accommodate. After a bumpy ride with a gal on your lap, what’s a guy to do but follow her up to her apartment for a quick roll in the sack? And who can blame these kids? It’s 1965 and shit is about to hit the fan. Better make good on the positive energy that friction produces before it gets too hot for everyone and the real sparks start to fly.

Where’s there’s smoke, there’s fire, and where there’s fire, someone at Sterling Cooper Draper Pryce is lighting a Lucky Strike, that is until the news gets out that Lee Garner Jr. and the American Tobacco board have fired the agency. Kenny Cosgrove hears by way of a friend who offers condolences but poor Ken has no idea why. Turns out Roger hasn’t told anyone that he’s lost the one account he was responsible for — the one he inherited, as Garner so pointedly reminded him. Kenny tracks down Pete Campbell who is holed up in the maternity ward waiting for Trudy to deliver his firstborn. Hey, you win some, you lose some, right Pete?

Of course, they can’t find Roger to confirm or deny the report and instead track down Draper, who tells them to wake up Bert for a confab back at the office. Roger finally shows up and is confronted with the news. Rather than fess up, he fakes a call to Garner and acts out a pretend shouting match with the partners as an audience. Is this how low the once mighty and infinitely confident Roger Sterling has fallen?

Word travels fast, especially if it’s bad news concerning the agency that is the focus of everyone’s jealousy. The sharks are circling, and everyone can feel it. Faye reminds Don that he’s “the most hirable man on Madison Avenue,” to which he reminds her, “I’m not there yet.” Draper’s name is on the door, and they’re making a mark based on his creative power — and they were winning. Who can blame him for not wanting to throw in the towel yet, especially when there are dopes like Ted Chaough waiting to clean up after him?

And who should be at the hospital when Pete returns but old Ted himself. He gives Pete the hard sell by appealing to his vanity (“the only thing CGC is missing is you” — and this dude’s Creative Director???) as well as his need for validation. He ensures Pete that as CD, Ted Chaough is no Don Draper. “This isn’t the Old West,” to which we’re supposed to infer that Ted won’t interfere with Pete’s work. The fact of the matter is that Pete needs Don, both professionally as the man who can actually deliver on his clients’ needs, and personally as the surrogate father who can dole out praise and criticism as every child needs. As Peggy said, “We’re all here to please you, Don.” And that includes Pete.

Meanwhile, Roger is holed up in a hotel room — not in Raleigh, where he’s supposed to be fighting to win back American Tobacco, but somewhere in Manhattan. He calls Cooper to confirm that the account is gone for good and then calls Joan to try and lure her to his room for consoling. Joan, always the grown-up, declines and scolds Roger for not getting his shit together. The Silver Fox’s sheen is fading fast.

Back at the office, the partners inform the staff of the news and then implore them to work harder, to give even more so they can get beyond Lucky Strike.

“We’re going to push ourselves,” Don exhorts, “and it will be exhilarating.”

You almost believe him.

On the side, Don tells Peggy that he’s counting on her to blow the doors off of Playtex, who are coming in the following day. Peggy clearly revels in the chance to be the hero and to prove to Draper that she’s worthy of his support. And of course, she is. Draper knows talent and has been cultivating Peggy since she wowed him in a product testing session for lipstick way back in the early days.

Working with Stan and Danny, Peggy riffs on how Playtex gloves preserve a woman’s hands for the things she really wants to touch. You know … ding dongs. Well, that’s the implication, and Peggy’s going with it all the way, which gets eternally juvenile Stan all worked up. He’s been on sinking ships before, he tells Danny, and desperate situations breed sexual tension. When Abe shows up pretending to be a delivery man and then sneaks off to Peggy’s office for a quicky, Stan’s suspicions seem to be confirmed.

“Am I wrong, or is she giving it off?”

She is, but not for you, jughead.

Ships don’t go down without the crew trying to bail it out. Everyone who is client-facing is on the phone shoring up their accounts when Don gets a call from Glo-Coat, the client for whom he won a Clio. Of course, awards are really only important to creatives, and when it comes to business, clients will drop the award winner if they think it’s necessary. And sadly, most clients are reactionary, and when the rats are jumping ship, they tend to follow. Glo-Coat tells Don they too are leaving SCDP, which leads Don to smash his Clio Award on his desk.

Don chews out Pete for being so distracted over Trudy’s impending delivery that he caused Glo-Coat to drop SCDP. That’s some balls when it was just last week that Pete covered for Don when they had to pass on $4 million in new business from a military contractor when Draper’s identity was in jeopardy. Pete’s smug and sometimes petty and often childish, but he’s still a grown man and he can only take so much abuse, especially when his financial future is in jeopardy. And this with a new baby in the mix and an offer of full partnership from Ted Chaough? His man-crush on Don must be something fierce.

If SCDP’s clients are running scared, so too are its principals. Faye implies to Don that there are unhappy clients at other agencies she services as a marketing researcher. Don asks her who. It would be unethical for her to say, of course, and she’s offended he’d even ask.

“I’d do it for you,” Don argues. “I would never ask,” she replies.

The next day, as Peggy and Stan rehearse for their Playtex presentation, the old dog takes the opportunity to bust a move on our girl. Seems he’ll never learn, as Peggy stops him cold. Stan exacts a little revenge by letting her present with lipstick smeared all over her teeth. Why not? If this thing is going down, might as well kick Peggy on the way, right? Wrong. Peggy nails the presentation despite gooey teeth, and even she can’t help but snicker at Stan’s ploy.

Roger, clinging to the charade that he tried to save Lucky Strike, takes a beating from Don, who points out that this was the only account for which he was responsible … and now it’s gone. It’s a tough blow to a proud man who is clearly going through a bit of an identity crisis as he realizes that his entire life is tied up in what he does for a living — and that’s not going too well right now.

That very point is driven home when Cooper, Draper and Campbell attend the funeral of a colleague from a rival firm. They’re there under the guise of paying respects to a giant in their industry, but they’re really trolling for potential clients. It’s heartbreaking, then, to hear man after man step up to the podium and explain how much the dearly departed loved his wife and daughter, who he never saw because he was a Company Man. In the end, his funeral was attended by poachers.

Upon returning to the office, Don notices his Clio has been repaired. New gal Megan admits she fixed it for him because she (rightly) suspected he’d regret not having it once the pain from losing Glo-Coat had subsided. Don needs women who take care of him, if only for a moment. One thing leads to another and he’s nailing Megan on the couch before the five o’clock bell.

A wounded Roger goes home to the all-but-forgotten Jane, who presents him with the first editions of his just-arrived memoirs. It’s supposed to represent his life, but it’s a book that was written because David Ogilvy, the founder of Ogilvy & Mather, had just wowed the world with his scintillating Confessions of an Advertising Man. Alas, Roger Sterling is no David Ogilvy, who was not only the driving force of his business’ development, but also the creative force who killed his competition. It was especially poignant to see young Jane perched on a decidedly modern sofa, awkwardly positioned in the traditionally dark paneled Sterling home. It’s not a sign of progress, but of the new injected into the old.

Don arrives home to find Faye waiting for him with news that she’s arranged a meeting with Heinz for him. Again, Don needs women who take care of him. The guilt is clear on his face, but Draper is as Draper does and what Draper does is use people. It’s not always with malice, and it’s not always on purpose, but it is what he does.

Faye leads Don to the sofa and asks him to “just sit with me.” It’s the least he can do. It’s all he can do.

Mad Men: iTunes, Amazon, wiki, Official Mad Men recap from AMC.