Don strikes up a friendship with the surgeon in his building, Peggy tries to save her campaign, Roger makes a scene at his mother's funeral, and Betty goes to Manhattan to find Sally's friend.

While Don continues his affair with Sylvia, Pete's latest infidelity threatens his marriage. Meanwhile, Peggy's icy relationship with her new staff continues, but she also gets an unlikely tip on a potential new client.

Don works in secret on a Heinz ketchup campaign while Megan gets a love scene on the set of her soap opera. Meanwhile, Harry makes his power play while Joan has more trouble with the secretaries.

As the firm prepares to go public, Don and Pete's actions cause them to lose two huge clients. However, Roger uses a new connection to put them in position to gain their biggest client ever.

Things quickly become awkward after the two firms merge, Don asserts his dominance over Sylvia, Pete has to deal with his ailing mother, and Bob Benson helps out a sick Joan.

The creative department has a wild, drug-influenced weekend as they work on the Chevy account, Don has trouble letting go of Sylvia, and Sally walks in on an unwelcome intruder.

Peggy becomes unsatisfied with her apartment and with Abe, Don has an eventful weekend with Betty while Megan has problems on the set, Roger has time with his grandson, and Pete begins exploring his options outside the firm.

Cutler and Chaough prepare to make radical changes to the firm while Sterling and Draper are visiting a client in Los Angeles. Joan's decision to go after a new account on her own leaves Pete furious and frustrated.

Don is preoccupied with keeping Sylvia's son from being drafted, Peggy has a rat in her apartment, Don and Ted bury the hatchet, Pete has a problem with his mother's new nurse, and Sally makes an accidental discovery about her father.

Don renews his battle with Ted after seeing his relationship with Peggy, Sally interviews at a boarding school, and Pete discovers Bob Benson's background.

With his personal and professional life crumbling around him, Don positions himself for a change of scenery. Meanwhile, Pete's life is falling apart as well, thanks to the meddling of Bob Benson.