1. 1) Don has an infected tooth
Lane (Jared Harris) committed suicide in the previous episode after Don (Jon Hamm) found out he’d stolen from the company and forced him to resign. Still shocked and upset, Don is in some pain so deep it’s become literal.
2. 2) Pete runs into Beth and her husband on the train
Pete (Vincent Kartheiser) was so miserable in Season 5 that a considerable number of viewers were convinced he was going to kill himself. In the finale, he is forced to revisit his obsession with his neighbor and fling, Beth (Alexis Bledel, now Kartheiser’s real-life fiancée — squee!).
3. 3) Harry complains to Joan about his office not being big enough…
… while Joan is on her way up to the floor above them to check out potential new office space in which to expand.
4. 4) Don sees his dead half-brother, Adam
Lane hanged himself. Adam, Don’s half-brother — or technically, Dick Whitman’s half-brother — hanged himself in Season 1. Don’s grief and shock over Lane, presumably, and the general theme of death that tinges Mad Men, has conjured visions of Adam.
5. 5) Beth calls Pete
She asks him to meet her at the Hotel Pennsylvania. He’s whiny about the fact that she had previously stood him up there. She tells him this may be their last chance; he has no idea what she’s talking about. (RE: the Hotel Pennsylvania, it is a real hotel in New York City, across from Madison Square Garden. And I’m still haunted by this description of its persistent bed bug problems: “…two Swiss women [were] reportedly ‘eaten alive’ by the nocturnal blood-sucking insects in 2005.”
6. 6) Peggy is doing well at her new job
Having left Don — whom she loved as a mentor and friend, but also felt embittered toward and belittled by — Peggy (Elisabeth Moss) seems to be kicking ass at work. Her boss asks her to begin thinking about a new Philip Morris cigarette for women.
7. 7) Joan delivers good financial news about the company
Joan (Christina Hendricks) recently was made a partner after having sex with a potential client — it was controversial! She now has a literal place at the table. (With glasses.)
8. 8) Pete meets Beth at the Hotel Pennsylvania
She tells him she’s so depressed that she’s getting electroshock therapy: not for the first time. She also tells him she probably won’t remember him after. “It’s going to be different after. It always is.” He asks her to run away with him to Los Angeles. “I can’t,” she says. “It’s so dark, Peter.”
9. 9) Megan asks Don for an audition for a commercial — he berates her
Megan (Jessica Paré), whose acting career has not been going well, asks Don to let her audition for a commercial the agency is producing. He takes the opportunity to be horrible to her since she had quit working for him in the ad business in order to pursue acting: “It’s not theater, it’s not Broadway, it’s not film!”
10. 10) Roger calls Marie, Megan’s mom, to arrange an assignation
Roger (John Slattery) has been calling and hanging up on Megan all day in order to try to get her mother (Julia Ormond) on the phone. He pretends to be her husband on the phone with Don, who believes the impersonation, and says, “I think he’s drunk.” Marie goes along with it. But most important, at the moment of this screengrab, Roger is saying, “What is Regina?” (The funniest name of a city in North America, Roger!)
11. 11) Megan cries in the bathroom
12. 12) Don sees Adam again
As opposed to the first time in the elevator, when Don actually thinks it might be him, now he just knows he’s going nuts.
13. 13) Joan tells Don she thinks they should stop worrying so much about money
She thinks they should expand the office. She also tells him they’ve gotten an $175,000 death benefit from Lane’s suicide. This scene is a good illustration of the difference between Don and normal people. Joan: “Why would he do that?” Don: “You’ll never get an answer. You can’t think about that.” Joan: “But I do. And then I can’t stop it. What could I have done?” Don: “Nothing.”
14. 14) Megan is still sad
She can’t get out of bed, she’s so sad. Her frank and mean French-Canadian mother is no help; she tells Megan to give Don a family and give up her acting dream.
15. 15) And then Megan’s mother hammers it home
“Because you are chasing a phantom.” Remember: The name of the episode is “The Phantom”! Let’s just say it: Don is a phantom. (Marie is wrong, though. There’s no catching Don the phantom however someone — specifically Megan in this instance — tries.)
16. 16) Lane’s widow blames Don for Lane’s death
She (Embeth Davidtz) says, “You had no right to fill a man like that with ambition.”
17. 17) Pete is gloomy at home; he has dark thoughts about their proposed pool.
“I don’t know, Trudy, it’s awfully permanent.”
18. 18) Trudy gets mad
“This doom and gloom — I’m tired of it!”
19. 19) Roger asks Marie to take LSD with him
Roger expresses neediness and feelings of mortality to Marie — and wants to do acid again. “Roger, please don’t ask me for anything. Please don’t ask me to take care of you.” The acid dream is finis.
20. 20) Don comes home to sad, drunk Megan
She begs him to have sex with her because she’s feeling so worthless, but he can’t even kiss her because of the tooth. Megan’s mother tells Don, “This is what happens when you have the artistic temperament but you are not an artist. Take my advice: Nurse her through this defeat, and you shall have the life you desire.”
21. 21) Don finally goes to the dentist
Under gas, he sees Adam. “It’s not your tooth that’s rotten,” Adam says.
22. 22) As she had predicted, Beth doesn’t remember Pete
Pete visits her in the hospital; she’s much lighter in her spirit, but he’s taken on her depression. He tells her that he’s there to visit a friend, and she asks him why the friend is there. Through the story of his fictional friend, he then describes their affair in the saddest terms imaginable. “He needed to let off some steam, he needed adventure, he needed to feel handsome again.” Only to find that, “His life with his family was some temporary bandage on a permanent wound.” This scene alone should have convinced Emmy voters to give Kartheiser an Emmy, but instead he wasn’t even nominated.
23. 23) Don and Peggy run into each other at the movies
They’re both clearing their heads, as he had taught her. This scene is amazing — and poignant — from start to finish. “I’m proud of you,” Don says. “I just didn’t know it would be without me.” She tells him she’s trying to get the Philip Morris account and traveling by plane to Virginia to tour the factory. He tells her she’ll get it.
24. 24) Pete runs into Beth’s husband on the train
He reveals that he and Beth had an affair. They have a fistfight. The conductor breaks up the fight, and then ends up punching Pete himself and kicking him off the train.
25. 25) Pete gets sympathy from Trudy
He tells her he fell asleep and drove into a ditch. She tells him how worried she is about him, and that he should get an apartment in the city so he doesn’t have to come home every night. In case you had forgotten that Pete is actually awful.
26. 26) Don watches Megan’s screen test
He gets emotional as he sees it.
27. 27) Joan shows everyone the possible second floor
Mad Men creator Matthew Weiner directed this episode, as he does every finale. There are a number of well-framed scenes throughout, but this one is especially cool.
28. 28) Megan has gotten the job on the commercial
She’s thrilled. Don acts thrilled, too.
29. 29) But ruh roh — Don is walking away from her
To a bar, of course. Where there are ladies.
30. 30) Dogs are fucking outside of Peggy’s hotel room…
31. 31) … but she is so happy with her life that it doesn’t matter.
32. 32) Roger seems to have found the strength to do LSD by himself
This moment is within the end montage — the visuals are accompanied by “You Only Live Twice” — so I’m just guessing that Roger is high here. A safe guess.
33. 33) Here’s the big cliffhanger, though: Will Don cheat?
This is the final frame of Season 5, after a woman at the bar asks for her friend whether Don is alone. Hint that is not a spoiler: Yes, Don is alone in every way a person can be alone!