Mad Men Season 2 Episode 3: “The Benefactor”

“The Benefactor” Review

Grade: A-

Take My Wife … Please.

It’s no secret that Mad Men season two has gotten off to a slow start. The premiere got us back up to speed with all the characters that we’ve missed, and the follow-up got us back up to speed on the characters we didn’t miss. But “The Benefactor” is the first time this year that we truly care about everything going on.

The heart and soul of the series has always been Sterling Cooper, which means everything that takes place outside the office — from Betty’s horseback riding to Don Draper having sex in his car — is secondary when it comes to advertising. Life at the agency is fun, fast-paced and full of banter. It’s where we want to be. The problem, however, is that every episode so far has featured a relatively equal split between work and home.

“The Benefactor,” for the most part, is centered entirely around Sterling Cooper. Lo and behold, it’s one of Mad Men’s most well-rounded episodes yet. It even makes us care about Betty’s horseback riding and Don having sex in his car, which is quite an accomplishment in itself.

Jimmy Barrett films a commercial in Mad Men "The Benefactor"

The crucial element that Mad Men’s been missing so far is humor. Sure, there have been plenty of comedic moments — remember when Peggy Olson spent the night with a vibrator? — but that doesn’t mean the series has been outright funny. That all changes in “The Benefactor,” and not because we’re introduced to an insult comedian named Jimmy Barrett.

At Sterling Cooper, there’s always something interesting going on, whether that’s Joan Holloway becoming Don’s interim secretary, Harry Crane nervously asking for a raise or Freddy Rumsen getting drunk on the job. And when the aforementioned Jimmy Barrett insults the CEO of Utz potato chips during a commercial shoot, the entire agency is sent into a tailspin, leaving Don to clean up the mess.

Just like the advertising industry itself, the episode moves by at a vigorous pace. Blink and you’ll miss all the clever dialogue and witty repartee. Once again, for the first time in Mad Men’s history, the episode is funny — you could even call it hilarious — from start to finish.

Final scene of Mad Men "The Benefactor"

This newfound sense of humor goes a long way in making the episode’s serious moments even more impactful. For example, when Don seduces Jimmy’s wife, thus beginning his latest affair, it provides a stunning and dramatic break from the rest of the episode’s workplace comedy. Likewise, when Betty rejects the advances of a handsome young man at the stables, it highlights the profound sadness of her character.

Then again, even during these serious moments, “The Benefactor” delivers scathing satire. Betty’s conversation with the young stud is laden with horse-related innuendo, and even Don coming home to his family right after having fucked Mrs. Bobbie Barrett — they did it in a parked car on a rainy street in crowded Manhattan, mind you — is played for laughs.

However, the episode’s brilliant ending is played for tears. To make things right between Utz, Jimmy and Sterling Cooper, Don is forced to arrange a dinner in which Jimmy will make a public apology. Also in attendance are Betty, Bobbie and the owners of Utz. Despite the awkward situation, everything goes according to plan — the working relationship between client, agency and talent is saved.

Nevertheless, Betty cries the whole ride home. She claims that it’s just tears of love, but Don — and the audience — knows that she’s crying tears of regret. Jack Jones’ rendition of “Lollipops and Roses” closes the episode on a poignantly sardonic note, implying that no amount of laughter can make the slow-motion tragedy of Mad Men any less heartbreaking.


  • Don plays hooky from the office at an arthouse theater, watching some obscure French film in black-and-white. To this day, the movie has never been identified. Series creator Matthew Weiner refuses to give away the title because he never cleared the rights to use it.
  • Don fires his newest secretary, Lois, due to her general incompetence but mostly due to the fact that she doesn’t properly cover for him when he’s absent from work. She previously worked at Sterling Cooper as a switchboard operator — the same character who fell in love with Sal Romano’s voice in “The Hobo Code.”
  • Harry Crane comes up with the idea to run a Belle Jolie ad during an airing of a controversial episode of The Defenders (the episode in question titled “The Benefactor”). Even though Belle Jolie ultimately rejects the idea, Harry’s initiative doesn’t go unnoticed.
  • Harry nervously demands a raise from Roger Sterling and surprisingly gets it. Roger, who seems to admire Harry’s work ethic, also makes him head of Sterling Cooper’s television department, a position he made up on the spot.
  • Insult comedian Jimmy Barrett is actually the least funny aspect of the episode. He’s played by Patrick Fischler, who is best known as the guy from Mulholland Drive’s most bone-chilling scene. He’s a shoe-in to make Season 2’s edition of “Bad Men.”
  • While Jimmy flirts with Betty at dinner, Don and Bobbie take a rendezvous to the bathroom where Don, er, grabs her by the pussy and forces her to make Jimmy apologize for his behavior. It’s a tremendous scene, even though it underscores Don’s dangerous sexual appetite.
  • The dinner is held at Lutèce, an elegant French restaurant in Manhattan which opened in February, 1961. It closed it’s doors in 2004.
  • “The Benefactor” was written by Rick Cleveland and series creator Matthew Weiner and directed by Lesli Linka Glatter.


  • “Jimmie Barrett is a known quantity.”
  • “A guy like that must know how to make a charming apology or he’d be dead.”
  • “I like being bad and then going home and being good.”
  • “You’re so profoundly sad.”

Mad Men Season 2 Episode 3: “The Benefactor”

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