Why is it that we love Mad Men so much? Why has it captured the popular culture so thoroughly, and so quickly--and why is it of such particular fascination to a generation of viewers who weren't even alive in the early 1960s period that it so painstakingly recreates? Well, it's a loaded question; people like what they like for different reasons, and Mad Men certainly has much to like: the intelligent writing, the masterful playing, the flawless design and shiny aethetics. But there's more, much more to it than that.

Background first; Mad Men is centered on Don Draper (Jon Hamm), creative director of Madison Avenue power agency Sterling-Cooper. His life seems, on the surface, to be sheer perfection--home in the suburbs, beautiful ex-model wife (January Jones), two kids, big green yard, big pretty Cadillac, and always at least one lovely lady on the side. At work, he's the cock of the walk, an inventive ad man whose underlings long for his approval and whose superiors are kept in check by his non-contractual status. But there is a darkness about him; he harbors secrets, untold stories of past lives, family and friends abandoned.

The show is much like its protagonist--sleek and calm on the surface, dark and disturbing on second glance. Mad Men creator Matthew Weiner previously served as a writer and supervising producer on The Sopranos, and the credit isn't surprising; Don Draper is the most complex and compelling television anti-hero since Tony Soprano. In season three, Weiner and his talented writers, having mined the demons of Draper's past to considerable effective over the course of the show's first two years, zero in on his relationships with the vast supporting cast--what they reveal about him, about them, and about us.

One of the series' more intriguing elements is the tricky dynamic between Don and Peggy Olsen (Elisabeth Moss), who has worked her way up from Don's secretary in season one to, now, a copywriter with her own office and secretary. Peggy's character, throughout the series, has been effectively utilized as a surrogate for female independence and empowerment--the kind of woman who was laying the groundwork for the women's liberation movement. That notion continues in season three, as Peggy tries out pot, makes a gay friend, and gets an apartment in the city with a fellow swinging single girl. But her relationship with her mentor, still a figure of male authoritarianism and "traditional", patriarchal values, takes some fascinating turns. She does, to a degree, owe at least her initial opportunities to him, and he bristles that she seems to always want more from him. But she continues to impress at her job because she is good at what she does, and will have none of the idea that she is beholden to him; "You think I'll just follow you like some nervous poodle?" she asks him at a key point, and she's right. Thankfully, he knows it.

Don's relationship with wormy Pete Campbell (Vincent Kartheiser) is no less intriguing; the smarmy young up-and-comer seethes with hatred and jealousy for the older, more successful executive, yet he desires nothing more than for Don to consider him worthy and offer his praise (his motives are made even more clear by the none-too-subtle Daddy issues in his private life). "I want to hear it from him," he demands at a key moment, but the word is not "want", it's "need." The relationship between Don and Roger Sterling Jr. (the excellent John Slattery) is also put through a wringer in season three; the two like-minded connoisseurs of good booze and bad women find themselves estranged by Sterling's perhaps foolish decision to marry his mistress, and are only able to patch it up when their very existence depends upon it.

And then there is Betty, the long-suffering (but not exactly sympathetic) wife. At the end of season two, a trial separation was brought to an end by Betty's pregnancy and Don's promises to be a better husband, but alas, those are short-lived; by episode three, he's making smoky eyes at Miss Farrell (Abigail Spencer), whose on-again, off-again affections prove a frustration for the smooth operator. But this time, he's not alone--Betty's flirtations with Henry Francis (Christopher Stanley) become all too real, and all too dangerous. The manner in which their storyline and the office intrigues are drawn together into a season finale that, in effect, hits the reset button on Don's entire life is phenomenal. It's a thrilling, funny, ballsy hour of television.

But back to the supporting cast, three-dimensional characters all: Joan (Christina Hendricks), seemingly married off and happy, but broken inside, working a lousy department store job and doing her accordion party tricks; Kinsey (Michael Gladis), the perhaps-not-entirely-genuine social progressive; Duck Phillips (Mark Moses), with his unorthodox recruiting strategy; Roger's spoiled daughter Margaret (Elizabeth Rice) and ex-wife Mona (Talia Balsam), trying to keep it together on the most ill-timed wedding day imaginable; new addition Lane Pryce (Jared Harris), the seemingly ineffectual company man from the new corporate owners who turns out to have some fight in him after all; and poor Sal (Bryan Batt), the closeted gay art director, undone by the worst kind of handshake hypocrisy. I've heard some complain that there are no sympathetic characters on Mad Men, which isn't true--there are some, like Sal and Pete's wife Trudy (the wonderful Alison Brie). It's just that they're on the sidelines, the ones that are lied to, betrayed, left to fend for themselves. In this world, they don't stand a chance.

When the first episode of the third season aired, its six-month narrative jump placed the timeline in early 1963, and fans realized that this meant the Kennedy assassination would fall within season three. But it is done in the most wonderfully subtle and unexpected way--a stroke of genius, really, utilizing now-familiar iconography, but contrasting it with the petty complaints and irritations of the moments immediately before that fateful CBS bulletin. In that moment (and others throughout the year), we realize that these historical events are just a part of the tapestry; Weiner and his writers realize that the entire world wasn't watching soap operas that afternoon in November, that these moments worked their way out from the background. They do so here as well, brilliantly.

But then, that's what's so overwhelming about Mad Men: in spite of the beauty of the period sets and costumes, the impeccable attention to detail, it is not (and never has been) a museum piece. It lives and breathes within its immaculately reconstructed world, and functions as a warts-and-all alternative to the portraits of that time that we were left with. The television and film of the early 1960s only showed us smiles and shiny surfaces, a happy place with no dysfunction and no unrest; those are the images that disingenuous politicians and pundits are summoning up when they call for a return to the "values" of "a simpler time" (never mind that there's only one woman with an office, and the only black people in the building are the janitors and elevator operators). Mad Men shows us those surfaces, and explodes them. That's why a generation weaned on fairy tales of the good old days connects with the show so readily. It tells the truth about our parents and our grandparents: they were just as fucked up as we are.

Season three hits Blu-ray on three 50GB discs, including one of the most elegant menu designs I've yet seen. Special features are spread across all three discs, with the first five episodes on disc one, the next four on disc two, and the season's final four episodes on disc three.

Video:

This viewer became a Mad Men fan thanks to Blu-ray, gorging on the first season in a short burst thanks to Lionsgate's luminous 2007 release. Thankfully, the subsequent seasons have held up and surpassed that high standard, getting full value out of the series' smashing cinematography and production design. Black levels are deep and velvety (dig all those dark suits, coats, and hats), skin tones are warm and natural, and color reproduction is absolutely stunning--the richly saturated 1.78:1 image all but leaps off the screen. Grain levels are top-notch as well, giving the show a dense, film-like look. But the devil is truly in the details here--every wisp of smoke, every sweaty highball glass, every weathered face is vividly rendered.

I peered at the screen looking for flaws, but it was in vein; this is about as good a video presentation as you could ask for.

Audio:

The 5.1 DTS-HD Master Audio track is, not surprisingly, low-key; it's a quiet, dialogue-heavy show, with side and rear channels mostly utilized for music cues and environmental sounds. Though the surround channels are used sparingly, they prove subtly atmospheric in office scenes, bar locations, and the like. The center dialogue channel is crystal clear and thankfully well-modulated--the quietest whispers are audible without remote jockeying, but blow-ups and confrontations don't blow out the spearkers either. Overall, it's a fine, accurate mix.

English SDH and Spanish subtitles are also offered.

Extras:

As with the sets for Season One and Season Two, the centerpiece bonus features are the copious Audio Commentaries. There's no shortage of them: every episode gets at least one, while nine episodes get two. Actors Hamm, Moss, Kartheiser, Hendricks, Batt, Somer, Slattery, Harris, Gladis, Brie, Aaron Staton, Kiernan Shipka, Ryan Cutrona, Robert Morse, and Chelcie Ross, creator Weiner, writers Dahvi Waller, Lisa Albert, Brett Johnson, and Andre and Maria Jacquemetton, directors Lesli Linka Glatter, Mike Uppendhal, and Jennifer Getzinger, cinematographer Phil Abraham, costume designer Janie Bryant, composer David Carbonara, production designer Dan Bishop, producer Scott Hornbacher, and advertising consultants Josh Weltman and Bob Levinson all get in on the act (not all at once, obviously, but in various combinations of two to four at a time). Some of the actor commentaries are burdened with long silences and meaningless chit-chat, while some of the crew tracks are a tad on the academic side. But overall, the commentaries are informative and thoughtful, providing a detailed look at the themes, arc, and execution of the season.

On disc one, the featurette "Mad Men Illustrated" (14:01) looks at illustrator/graphic designer Dyna Moe, who turned her talents and fandom (and friendship with supporting player Rich Sommer) into a bit of Internet celebrity, posting drawings and character designs that became the basis for the popular "Mad Men Yourself" program online. The art is lovingly represented, and Moe is quite funny and genuine.

Disc two gives us "Clearing The Air: The History of Cigarette Advertising," a fascinating documentary featurette in two parts (45:26 total) spotlighting the history of both the product and the selling of it. Impeccably researched, well illustrated, and sharply edited (featuring interviews from a score of experts, consultants, and historians), it's a valuable bit of background and context to the show. Next up is "Flashback 1963," an interactive photo gallery of advertisements, products, people, events, inventions, entertainment, politics, and sports from the year of the season's setting.

On disc three, we have "Medgar Evers: An Unsung Hero" (another two-parter, running 1:10:28 total), a look at the life and death of slain civil rights leader, whose 1963 murder was referenced in the season's fifth episode, "The Fog." Featuring interviews with family and fellow activists, along with a wealth of archival footage and photographs, it is an excellent portrait of a courageous, important figure. Another season three background event is covered in "We Shall Overcome: The March on Washington" (16:56), an evocative montage which presents the entire audio of King's remarks at that event (aka the "I Have A Dream" speech), accompanied by photos and artifacts from the historic day.

FINAL THOUGHTS:

Few shows on television build as effectively as Mad Men has; each episode adds more steam, each season is stronger than the last. In season three, by peeling back the complex relationships, living within historical events rather than framing them, and exploring the dynamics of both personal and cultural change, Matthew Weiner and his gifted writers, cast, and crew have created their best work to date.

Jason lives in New York. He holds an MA in Cultural Reporting and Criticism from NYU.