"The Other Woman" is the eleventh episode of the fifth season of the American television drama series Mad Men and the 63rd episode of the series overall. It is co-written by Semi Chellas and Matthew Weiner, and directed by Phil Abraham. It aired on AMC in the United States on May 27, 2012.

The episode takes place in January 1967. Pete asks Joan to make a personal and moral sacrifice to ensure the company lands the Jaguar account. Meanwhile, the creatives work long nights to come up with the perfect pitch for the presentation. Don becomes furious after learning of the impact Megan's new profession will have on their life. Feeling unappreciated, Peggy has lunch with Freddy Rumsen, who encourages her to make a move. Later, Peggy meets with Ted Chaough, from rival firm CGC, and accepts an offer for chief copywriter at CGC.

"The Other Woman" was critically acclaimed, with some critics calling it one of the best episodes of the series. Jon Hamm, Elisabeth Moss, and Christina Hendricks were lauded by journalists for their performances in this episode. "The Other Woman" was watched by 2.07 million viewers and received an adult 18–49 rating of 0.6, marking a slightly higher viewership than the previous episode.

The SCDP Jaguar team discusses taglines. Stan suggests one using the word "mistress", but Don reminds him the client would not want to hear that word in an advertisement and excuses himself. Peggy asks Don's approval of one of her projects but he tells her that she is in charge until Jaguar is done. She watches as a lobster lunch is delivered to the Jaguar team.

Ken and Pete dine with Herb Rennet, head of the Dealers Association and a member of Jaguar's selection committee. Herb suggests SCDP’s competitive standing might be improved if they arrange an evening for him with Joan. Pete tells Joan about Herb's proposal. Shocked, she asks how Pete would feel if someone asked that of his wife Trudy. He asks Joan how much it would take to convince her. She replies that he "couldn't afford it".

Subbing in for Ginsberg while he works on Jaguar, Peggy attends a conference call with Chevalier Blanc. The company wants to pull the Hard Day's Night ad but she spontaneously comes up with changing the existing ad to targeting women instead and wins the client over.

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