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7:06 p.m.: Tonight's final session of the Paley Festival kicks off with a lengthy archival clip from a 1959 episode of "The Twilight Zone" entitled "Walking Distance," in which a man realizes he's gone back in time to his childhood - to devastating results.

7:19 p.m.: Barb Dixon as usual bids us hello (and farewell as this is the final evening) and brings out tonight's moderator - TV Guide's Matt Roush. Much like during "Buffy" he's genuinely excited to be here.

7:24 p.m.: Matt in turn brings out "Mad Men" creator Matthew Weiner, who's brought a clip package from the show's first season.

7:52 p.m.: And with that, here come our panelists: Aaron Staton (Ken Cosgrove)! Rich Sommer (Harry Crane)! Christina Hendricks (Joan Holloway)! Vincent Kartheiser (Pete Campbell)! Robert Morse (Bertram Cooper)! John Slattery (Roger Sterling)! Elisabeth Moss (Peggy Olson)! Jon Hamm (Don Draper)! And our returning champion, Matthew Weiner! There in spirit: Bryan Batt, January Jones, Maggie Siff and Michael Gladis.

7:55 p.m.: The cast reveals they spent the night of the Golden Globes on the rooftop of the Chateau Marmont. "I think I probably was spared from that experience," Jon deadpans about not being able to pick up his Best Actor award. "My experience at those things had been just blessedly non-existent."

8:00 p.m.: Jon on the show's success: "I think there's something to be said for an experience, at least a television experience, and Matt talked about being a fan of television. As am I. I grew up with television. I've watched television more than any other sort of experience in my life from age zero to now. And I think that's changing with the newer generation. There's much more input from different entertainment sources or whatever. But our show isn't a guilty pleasure in a lot of ways. It's a regular old pleasure. And it's a pleasure you can kind of take pride in experiencing. It takes its time, it's not like a lot of other shows. It's not dependent upon a certain formula, a certain show that's succeeded in the past, aping that, mimicking that... It's sort of this cool little one-off."

8:02 p.m.: Matthew on "Mad Men's" audience: "You don't know what's going to happen [on the show]... which takes a tremendous amount of effort both from the audience and from the writing. Because the audience is really used to getting into the formula of like, you know, Agatha Christine or like 'Law & Order' or one of those type of things which I'm a huge fan of. But you know, 'Okay right about here they're going to throw it to the cops and how are they going to solve the problem this time...' And it really requires extra effort to watch something where you don't know what's going to happen. That's number one."

8:08 p.m.: Matt brings up how HBO passed on the show. "You know what, I'm very lucky to be working at AMC," Matthew responds. "And I don't know if the show would have been what it was at HBO. We had an incredible spirit of innovation and were working within [different constraints] - there are commercials in the show. The truth is, I feel like I wouldn't want to be in the job of deciding what's going to happen and what's not going to happen [on a network]. I know that Christina [Wayne] and Rob [Sorcher] when they first read it and met with me they had a very clear agenda, and a lot of it had to do with trying to produce shows like HBO did. I love working there and I love the way it turned out. I'm not privy to a lot of the reality of that to tell you the truth."

8:10 p.m.: Matthew on if he had to sacrifice anything to air it on AMC: "The pilot always had one swear word in it. And it was actually broadcast with it - dropped out - because Pete mutters it under his breathe. And I always thought that was kind of like a great restraint... I had this philosophy initially - which may be my own personal sexual preference I don't know what it is - but I believe in the idea that the sex appeal at least in terms of the way men look at women, which is what 90% of sex appeal ends up being on television although, you know, there are things written in like [Jon] doing push-ups and stuff like that. But really what it is, it's the unwrapping of the package. And that year in particular is not a big cleavage year, it's actually kind of restrained, slightly I wouldn't say repressed but conservative era. And I love the fact you are always on the verge of seeing something on this show and never quite seeing it. And I think it doesn't arrest you or anything. Actually a lot about actors taking their clothes off and being naked in movies and stuff like that, to me it pulls me out of the movie and pulls me out of the story. I don't find that to be a constraint. I don't have any issues or constrainages. I've had some language issues but believe it or not none of them are about cursing. Just some things that I've said, some lines that have been in there that are too incredibly dirty to say on television. No swearing in them, they just were inappropriate."

8:12 p.m.: Matt presses for details. Matthew reveals, "We actually replaced it and people told me, Roger had this line where he says to Joan in that scene when he comes back right before his second heart attack and says, 'I'm so glad to have roamed those hillsides.' And there was actually something much more graphic in there. And think that's a perfect example of working within the constraints of what it is."

8:13 p.m.: Matthew on the amount of time that passed in season one: "The first episode was April 7, I think, we want[ed] to be in there making sure the pill was available. We made a lot of mistakes but really, really tried had not to. And then the last episode is the Wednesday before Thanksgiving 1960."

8:14 p.m.: Matthew on Peggy's surprise pregnancy: "I think that it's totally real. It happens. There were like 25 cases just from like USA Today last year. You know, just reading in a newspaper it happens all the time. I think people had a hard time with the reality of it because they love Peggy and she's so smart and she knows everything. She's so smart that she slept with Pete in the pilot. She's 22-years-old and to me the definition of denial is a probably that it is so big that for you to accept it, it would destroy you. And I think, does she know, does she not know? First off all, medically, there's no issue with taking the pill and being pregnant. I'm clean on every single possibility of the story in terms of the mechanics of it but I think emotionally to people it felt like such a huge development because it is. And, you know, we're in the entertainment business." Elisabeth adds: "I think that's exactly right though. I mean I think it exemplifies, we've all had that problem in your life that is so bad that it would so cripple you or take you down, you don't even look at it. And it is an extreme situation, for sure, but it does happen and it is possible this girl who is just moving up in the world, has many other problems to deal with that she can deal with, there's the one thing that she can't which would be this."

8:15 p.m.: Matthew follows up with: "We also want to do a story... about a woman going to work, being prayed upon sexually and turning that energy into gaining weight. And what that was about. To me that's like, you know, that's a universal experience. And the more desexualized she became the more successful she becomes."

8:16 p.m.: Matt tries to pry some info about season two from Matthew. "I don't want to give anything away," he says. "It's going to be on soon. I hope people will come to it knowing as little as possible and hit the ground running with what it is." Matt presses, causing Matthew to respond: "I can tell you that it's in the '60s... No, I'm not being snide about it... us being tied to the calendar, you know, it's a gift to be able to ignore whatever you want and pay attention to whatever you want. And there's something great about, you know, take today's paper and put it away. Take a look at it in a month and see what you can glean about what it was like today - nothing. We talk about the news, for me the big thing in my day today was coming here. I don't know what happened in Iraq, I don't know what happened in Afghanistan, I don't know what happened in New York, I don't know what happened in the stock market. And so we try to use those events the way they are in people's lives. And also just as a storyteller, I think Thanksgiving is always going to be more powerful, even than the election. But so there will be some history in there, we'll try and keep it accurate and try to keep it to people's lives. All I can tell you is it will be later in these people's lives. And if you believe that people change then they will be different."

8:17 p.m.: Matthew on the advertising world in the show: "The advertising story that started last year with the Volkswagen ad, that story is definitely continuing. But advertising has one story and it's told over and over again, which is creative versus accounts. And I've never had anyone tell me any story any different than that. And sometimes it's a love affair and sometimes it's jealousy. And it's always some battle between two very different types of people. So that's really the advertising story that I think it will be for the rest of the show. To me it's New York vs. New Jersey, you know? That's 'Sopranos' lingo I guess."

8:18 p.m.: Matthew on who is Don Draper: "I think you know some things about him. There are huge holes in his life. What's more interesting to me is, 'Let's try and look at this man and say this isn't, just because the reality, just because we know it first of all, does everybody else know it? And let's say the reality of being discovered is removed. How does that change your life? He still is two people.' That is definitely something we will talk about."

8:20 p.m.: Jon on the show's central theme: "It's the greatest time in the greatest country and you have the greatest jobs. And yet they're unfulfilled."

8:23 p.m.: Elisabeth reveals Matthew told her about the pregnancy shortly before filming the second episode, something which they kept as a secret from the rest of the cast. John jokes that he thought "is it just me?" when he started to notice Peggy's weight gain. This prompts Matthew to add: "And we shot them out of order, a lot of the episodes out of order because John was doing another show. We shot quite a few episodes out of order and so [the costume/makeup department] they just had this thing nailed down at different stages. There were seven or eight different versions of the makeup and five or six pieces to the fat suit."

8:27 p.m.: John on the role of Roger Sterling: "It was the best part I've ever had. I mean, I'm saying that now because I'm here." He adds that he actually read for Jon's part but was asked back to play the supporting role of Roger, something he was hesitant to do. "I was dubious because in television you never know. You hear at lot of promises and it doesn't turn out for one reason or another." Other tidbits: Talia Balsam is his wife both on and off screen, which made filming his hospital scene all the more emotional. Matthew adds that Roger will indeed be back in season two, noting his grandfather had six heart attacks ("I don't know if they were all as funny," he jokes). "I don't want to do the show without John." John quips, "You heard that! You're all witnesses!"

8:31 p.m.: Robert confesses virtually no one on the show is old enough to remember his work on "How to Succeed in Business Without Really Trying," leading his random bursts into "A Secretary Is Not a Toy" to fall on deaf ears. Matthew on creating Robert's character: "I knew there was a Cooper. I knew that I wanted Roger Sterling to be the son of another Sterling and this man would be his father's original partner... I knew that he was an eccentric. I knew from the beginning that he would have this Japanese fetish... and the socks sort of came along a little bit after that, all based on real people. But, you know, people get to a certain point and they get enough money and they think they're really smart and they get to do whatever they want." Also adding: "I say too many times that I can't believe I know [Robert]. It's like incredible for me. It's like someone shook out the TV into my home."

8:37 p.m.: Vincent on Pete's quest for happiness: "I don't really think happiness is an area where anyone lives. I think we all touch on it once or twice a year with a moment that's like fleeting. Actually happiness wasn't something that you actually endeavored to be until America put in our, you know, 'the pursuit of happiness!' I think that's why Americans are so much sadder than a lot of Europeans because Europeans aren't trying to be happy. They realize that that's kind of impossible to be... So Pete is an American and I think he wants to be happy, I think he wants what everyone else has." When prompted if he's the villain of the show or just another tragic figure, he adds, "I think the heroes are really the tragic ones aren't they? I mean usually, especially in real life the villains win. There's nothing tragic about Dick Cheney."

8:42 p.m.: Christina on if she's ever been "saluted": "The craft service guy says I make him proud to be an American. But it's really creepy." John jokes, "And he's here tonight - stand up!"

8:45 p.m.: Rich on the reaction to Harry: "The main thing that everybody would say to me as the episodes were running through last season was, 'Oh God, I love Harry because he's the one nice guy. I'm so glad there's one nice guy who never - sure he drinks and smokes and says a couple slightly [sexist] things - and he's like the one guy who's married, who's happy. Oh thank God, because he's my touchstone!' And then he's not."

8:49 p.m.: Time for audience Q&A. Someone asks about where the idea for the show came from. "I cannot explain it succinctly," Matthew confesses. "I don't know if I was visited by an angel, I've been obsessed with this since I was a little kid. And as I became a writer, this is my period, this is where I love the writing, I love these people, I was at the point in my life where Don is and it just kind of coalesced."

8:54 p.m.: Matthew reveals Joan was the only character that was altered after casting: "Christina I imagined being this kind of Eve Arden like buddy, like Helen Gurley Brown kind of comic relief thing... and then Christina came in and read it and I was like, 'Oh my God!' First off all, I want to see these two women walk down the hall next to each other. Second of all, there was just this person there who had an agenda. All of a sudden it was a courtesan, you know? It wasn't just a bunch of jokes about, 'Well, let me tell you how the office works and this is what it's going to be and I'm going to be in charge. I just said, 'She's not Peggy's friend.' So that was totally different."

9:00 p.m.: A fan asks about the show's title sequence. "I had an idea about a guy getting up in the morning, a faceless man, not even Don, I don't know who he was, going to work and going, walking into the office, going into his office, opening the window and jumping out. And I originally imagined we'd do it live action and it [would] just be a freeze frame of him with his jacket flapping like 12-feet off the ground [before he hits the pavement]... [And] AMC has a problem with it, and it's kind of funny because this is the beginning of our relationship with the actual show process. It look a long time to do those titles. And right away their problems with it were not unreasonable... and they were really interested in making this right. And so it just became more and more abstract and more and more, we just kept auditioning people and auditioning people and they would come in. The Saul Bass thing, I'm like, 'People think this looks like Saul Bass? We saw some stuff that really was Saul Bass.' This is actually modernized. And then I heard this piece of music on the radio and that was kind of like everything. Once we got the piece of music and the image at the end of the titles was in the presentation that they gave us. And it was a cut out of that shot that Alan Taylor and Phil Abraham constructed for the opening of the pilot. And once I saw that image, I'm like, 'We want to work to this.'"

9:05 p.m.: And so ends Paleyfest 2008! See you next year!