U.S. $27.50 Can. $33.50 U.K. 19.
99
ALAN SEPINWALL is the television critic for Uproxx.
Prior to working at Uproxx and HitFix, Sepinwall spent
fourteen years as a columnist for Newark, New Jerseys
The Star Ledger. His thoughts on television have appeared
in the New York Times, Time, Grantland, AOLTV, and
Variety. Slate has said Sepinwall changed the nature of
television criticism and called him the acknowledged
king of the form. Sepinwall is also author of The Revolu-
tion Was Televised and cowrote TV: The Book with Matt
Zoller Seitz.
Damon Lindelof earned a film degree from New York
Universitys Tisch School of the Arts before heading west
to pursue a screenwriting career. In 2004, he began work-
ing with writer-director-producer J.J. Abrams to create
Lost, a television series about the survivors of a mysteri-
ous plane crash in the South Pacific. Since then, Lindelof
has worked as a writer and producer on Star Trek (2009),
Prometheus, World War Z, Star Trek Into Darkness, and
Tomorrowland. He is the cocreator and showrunner of
HBOs critically acclaimed series The Leftovers, which he
fiercely defends as not as depressing as everyone says.
JACK ET D E S IG N BY J O H N GA L L
JACK ET A N D CA S E IL LUST R AT IO N S BY T HE H EADS OF STATE
AU TH OR P H OTO BY M A R IS A T U H Y
Printed in the United States
Advance praise for
Breaking Bad 101
Sepinwall
I discovered many things in this books fascinating and entertaining pages
of analysis on the showchief among them is that Alan knows more about
Breaking Bad than I do.
Bryan Cranston
The five seasons of Breaking Bad constitute one of the most exhilarating
rides in the history of American television, and theres no better companion
Breaking Bad 101
on that journey than Alan Sepinwall. When it comes to Walt, Jesse, and their
Albuquerque adventures, Sepinwalls writing is 99 percent pure.
Maureen Ryan, television critic for Variety
Nobody mapped the broad journey and the intricacies of this show like Alan
Sepinwall. Both when I was working on the show and when I was just a fan,
his weekly pieces were essential reading. What a treat to now have them in a
binge-able box set.
Rian Johnson, writer and director
I appreciate Alans ability to think like a filmmaker and a storyteller; under-
standing the motivation of the camera to the arc of a character, he acknowl-
edges every aspect of the storytelling process. Alans insightful critiques
enhance the viewers experience.
Michelle MacLaren, director and producer
For those of us on the inside, making Breaking Bad was a wild, emotional ride.
Through it all, from the cult-show beginnings to the finale, Alan Sepinwalls
keen eye and attention to detail made him just about the most perceptive
critic writing about the show. Now wheres his book on Better Call Saul?
Peter Gould, writer, director, and producer
U.S. $27.50 Can. $33.50 U.K. 19.99
ISBN 978-1-4197-2483-1
Breaking Bad 101 B
y the end of its fifth and final season, AMCs Breaking
Bad was a phenomenonalready enshrined as one of the
greatest television series of all time, and a genuine ratings
THE COMPLETE CRITICAL COMPANION smash. But Vince Gilligans dramain which high school
chemistry teacher Walter White begins cooking meth
Alan Sepinwall Foreword by Damon Lindelof
after hes diagnosed with lung cancer, recruiting former
student Jesse Pinkman to build an empire with a trail of
meth, murder, and mayhem in their wakecame from
101
Br
much humbler beginnings. Few watched the early seasons,
and even critics needed a while to be sold on the shows
meticulous pacing and dark vision.
But why is this showa show about the criminal
acts, conflicted morality, and emotional transformation
of one Albuquerque manone of the first series TV critics
point to when discussing the post-millennium golden age
of the medium? Whats so special about Breaking Bad?
Esteemed TV critic Alan Sepinwall is here to answer
precisely that. Covering each and every episode of the
series, Breaking Bad 101: The Complete Critical Compan-
ion collects Sepinwalls acclaimed recaps for the very first
time. Diving deep into Walts psychology and the shows
filmmaking craft, Sepinwall takes readers inside the series
with new, exclusive season one essays and completely
PHX. 1408872 5/31/17 CYAN MAG YELO BLACK
revised and updated reviews. Sepinwalls commentary is
supplemented by interviews with Vince Gilligan, Bryan
Cranston, Michelle MacLaren, and many more of the cre-
ative masterminds of the show, providing Breaking Bad
fans with behind-the-scenes details they wont get any-
where else.
In each recap, Sepinwall uses his signature wit,
humor, and sharp analysis to untangle the shows many
webs and discover exactly what makes Breaking Bad so spe-
cial. As Lost and The Leftovers cocreator Damon Lindelof
says of the author in his foreword, he can take something
thats already great . . . and transform it into something clas-
sic. The result is an essential primer on a show that has
become one of the touchstones of modern television.
Whether youre a fan looking for a fresh take on your
favorite show, a newbie in search of a spoiler-free guide,
a dedicated Walter White student, or someone just drop-
ping in for your first class, Breaking Bad 101 will help you
revel in the chemistry and decode the alchemy of the most
explosive show of all time.
 SEASON 3 / EPISODE 7
One Minute
Written by Thomas Schnauz
Directed by Michelle MacLaren

Ruined. Turned to Shit. Dead.

I
need you to listen very
carefully. Two men are
coming to kill you. . . .
Theyre approaching your car. You
have one minute. Anonymous

If you want to pick the moment when Breaking Bad fans went from dis-
cussing it as a great show to considering it a contender for Greatest of
All Time, you should probably head straight to the parking lot shootout
at the climax of One Minute. It is a masterpiece of suspense filmmak-
ing, agonizing and thrilling in equal measure, as the Cousins (finally
given names here: Leonel and Marco1) make their move on Hank, but
not before an electronically distorted voice on the phone2 warns him
one minute in advance. Coupled with a few other lucky breaks, the
warnings just barely enough to help him take out these two stone-cold
killers, but he takes enough bullets himself that hes left lying on the
parking lot asphalt, bleeding out next to Marcos corpse.
Because the previous episode ended with Gus encouraging the
Cousins to murder Hank, the audience is primed to fear the attack at
almost any moment, to jump whenever an elevator door opens or some-

1 The episode not only gives them names, but also a bit of backstory, right before Hank kills
one and cripples the other. The flashback to a middle-aged Tio at the height of his powers
is chilling in its portrait of the culture those two grew up in. With Hector Salamanca as the
dominant male in their lives, is it any wonder that they grew up to be these two unflappable
killing machines? Note also that Leonel, the one who as a boy cries over Marcos destruction
of his toy, is the one whos now hardcore enough to tell the other to finish the job rather than
staying to help him after Hank crushes his legs with the car. Tio made him that way.
2 Whose voice is it? Though the warning is obviously coming from Gus (the only man who
knows the Cousins plan to kill Hank, and someone with a vested interest in eliminating
those two before they murder his chemist), episode writer Thomas Schnauz feels like it
was Mike or someone else from the organization on the phone, because Guss voice might
be too recognizable, even through a filter. The voice (listed in the script simply as VOICE
(FILTERED V.O.)) wasnt recorded by either Giancarlo Esposito or Jonathan Banks, since
the show would have had to pay them their usual fee for an episode in which they otherwise
didnt appear. An early script draft actually included a scene featuring Gus, but Schnauz had
to cut it because it would have put Esposito over his contracted number of appearances for
the season.

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 Ruined. Turned to Shit. Dead.

one enters a room. But the phone call takes things to another level, put-
ting the viewer and Hank in the same mindset, looking around every
corner, jumping at shadows (and men with squeegees), waiting for
the assassins to come. We wonder, as he himself does, if an unarmed
Hank has any possible chance against these two unrelenting figures of
death. Michelle MacLaren cruelly plays with the tempo of the thing,
speeding up the action or slowing it down as needed to convey how dire
Hanks position is in his desperate fight against a far superior force. But
Thomas Schnauzs script plays fair by showing that Hank just barely
wins through his sheer ingenuity and skillfirst using his SUV, then
Leonels dropped pistol, then the magic bullet that falls out of Marcos S3/E7
pocketto cripple one foe and blow the brains out of the other. That
the script and the direction effortlessly work together to make this
sequence seem both gripping and realistic is a mark of how technically
confident the series has become at this point.
If the Cousins had come after Walt, or even Jesse, the outcome
of their attack would hardly be in questionWalts not going to die in
the middle of the series run, and Jesse probably isnt eitherbut Hank
is low enough in story priority that theres every possibility he wont
come out of it alive. This makes the peril even more palpable, and his
victorythough it comes at great physical costeven more satisfying.
But heres the thing: Even without those heart-pounding final
moments, One Minute still would have been an extraordinary hour of
television, particularly in the way it showcases the work of Aaron Paul
and Dean Norris.
Hanks beatdown of Jesse brings both men to a crossroads. Hav-
ing lost his girlfriend, his partner, and now his source of income (the
RV), Jesse finally tumbles over the abyss after Hank puts him in the
hospital. Acting with half his face hidden by some convincing prosthet-
ics, Paul shows us a Jesse whos even colder and angrier than he was
during the characters Im the bad guy phase earlier this season, giv-
ing a riveting monologue about all the ways he intends to punish Hank,
concluding with the promise that I will haunt his crusty ass forever
until the day he sticks a gun up his mouth and pulls the trigger just to
get me out of his head.
Jesses words clearly affect Walt. When he chews out Gale for
screwing up the temperature of the latest batch, it comes in part from

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 B R E A K I NG BAD 101

his need to feel superior to others (as this tirade comes after Gale
starts working two steps ahead of him), but also out of guilt over what
happened to his previous lab assistant. Walt is a monster, but theres
enough humanity left in him to recognize the pain hes caused, and the
debts he owes, and so he manages to talk Gus into letting him fire Gale
and bring Jesse into the super lab. And though Walt returns to Jesses
hospital room to try to save his former brother-in-law, he patiently lis-
tens when Jesse (his disturbing calm replaced by raw, unbridled pain)
enumerates all the ways his life has gotten worse since Mr. White came
back into it, screaming, I want nothing to do with you! Ever since I met
S3/E7 you, everything I have ever cared about is gone. Ruined, turned to shit,
dead, ever since I hooked up with the great Heisenberg. I have never
been more alone. I have nothing! No one! All right? Its all gone! Get it?
These are words Walt has needed to hear for a long time nowto
have someone he cant ignore, due to present circumstances, explain
how toxic hes become to everyone around him. And its to Walts credit
that he acknowledges the pain hes caused by finally swallowing enough
of his pride to tell Jesse his meth was as good as his mentors. Of course
that was the only thing that could heal their rift. It was all Jesse wanted
to hear when he showed the stuff to Walt outside the high school. Its
really all hes wanted to hear from the guy since their partnership
began, because Jesse (whose parents have cast him out) needs a sur-
rogate father even more than Walt (who has a solid relationship with
Walter Jr.) needs a surrogate son.
Another emotional gulf is bridged in this episode when, in the
wake of putting Jesse in the hospital and his own career on life support,
Hank finally lets himself open up to Marie. Because the episode plays
on our fear of Hank running into the Cousins, we expect to see them
lurking in the elevator with Hank and Marie. Instead, we get something
even more shocking: husband and wife sobbing in each others arms
(but completely composed by the time the doors open on the ground
floor, because there are some things Hank Schrader will not show the
world, no matter the circumstance). Even more surprising than that
scene, though, is the one in which Hank, while getting ready for his
hearing with OPR, talks openly with his wife about the symptoms of his
PTSD, and about how much hes been struggling since he killed Tuco.
Like Walt, Hank has had chances to walk away from the Heisenberg

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 Ruined. Turned to Shit. Dead.

situation before: to stay in El Paso, or to accept Sauls patsy as the genu-

ine article. And like Walt, hes been stubborn in his refusal to do sonot
out of pride, like Walt, but because his professional instincts are telling
him something isnt right. After going way over the line with Jesse, he
begins questioning not only the case, but his manhood and worthiness
to continue in this profession.
Im just not the man I thought I was, he confesses to Marie. I
think Im done as a cop.
Instead, thanks to Gus Frings manipulations, hes put in a situ-
ation where his manhood, and his skills as a DEA agent, are put to an
impossible test, and he does far better than he has any right to. But it S3/E7
doesnt feel like a victory, not only because the episode closes with him
in such a dire condition, but because, if he survives, this seems almost
certain to draw him back into the Heisenberg investigation just as he
had finally been able to see past his usual macho bluster and realize
that hes better off doing almost anything else.
Thats part of what makes the parking lot sequence so extraor-
dinary. As a technical piece of filmmaking alone, its a marvel, with
one image after another that would, by itself, make the sequence an
all-timer: the ghostly shadows of the Cousins filtered through multi-
ple windshields, the bullet falling out of Marcos pocket as he reloads,
Marco dragging the mirrored axe along the asphalt as he tries to draw
out the length and pain of Hanks demise. But this scene doesnt just
offer thrilling action with no emotional undercurrent; it also provides a
powerful payoff to a character arc thats been playing out across a season
and a half of television. Hank somehow takes out two more members of
the Salamanca family, but its the most pyrrhic of victories: either he
bleeds to death next to Marco, or hes drawn into this deadly business
all over again on the very day he realized he no longer belonged there.
Those five minutes in the parking lot are incredible as a stand-
alone scene of suspense and violence. But as part of the larger picture
of Breaking Bad, and of Hanks character, the sequence goes to another
level, and takes the show right along with it.

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 B R E A K I NG BAD 101

One Minute = Many, Many

Hours of Preparation

Though Vince Gilligan is the sole credited creator of Breaking Bad,

his old college buddy and former X-Files colleague Thomas Schnauz
inadvertently put the bug in Gilligans head in the first place, when
he showed him an article about a man arrested for cooking meth and
S3/E7 made a joke that they should give it a try if their writing careers fell
apart. But Schnauz wouldnt actually start writing for the series until
the third season, and he lucked into one of its most iconic episodes as
his first assignment.
At that time, scripts were assigned in order of seniority, so
Schnauz knew he would be given the seventh episode. As the time-
table for the Cousins showdown with Hank slid back and forth, he
began to realize his episode was a likely place in the season for it.
I kept sending Michelle [MacLaren] emails, he recalls, for
weeks and weeks: I cant promise, but I think were getting this great
shootout! She was slated for episode seven, and I knew she would kill
it. And she did.
Memories of why the shootout happened, and why it happened
at that point in the season, differ. Some members of the staff (includ-
ing Schnauz himself ) insist the Cousins were always meant to fall in
a confrontation with Hank, and there were discussions of it taking
place as early as the seasons second episode. Others agree with Gilli-
gan (who admits his memory on the subject is shaky) in thinking that
the Cousins were (like Tuco in season two) meant to last the entire
year, before everyone on the writing staff realized they were the spe-
cific type of threat that Walt had no chance of surviving. Thus, they
needed to be moved out of the wayearly on, and by someone else.
Like all stories on the show, the shootout was a mix of collab-
oration by the whole staff and the work of the credited writer. Sam
Catlin, for instance, pushed for the gun dealer to play more of a role in

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 Ruined. Turned to Shit. Dead.

the final shootout, which led to Marco dropping the bullet that Hank
used to kill him in the final script, while the idea of holding the camera
above someones head as a bullet went through it had been pitched
and discarded multiple times before Schnauz started working on the
series.
But I came up with all the details of Hank sneaking away and
coming up behind Marco, Schnauz recalls, and the bystander get-
ting shot and the gun needing to be reloaded. I acted it out for Vince
in the writers room, and he gave some notes until it all made sense. S3/E7
I read the script late at night, says MacLaren, and I finished
it and I thought, Ohmygod. This is unbelievable. This is an amaz-
ing script, I cannot believe I get to direct this. And then I thought,
Michelle, do not screw this up.
Because of the production schedule and the need for sunlight
throughout, the whole sequence was filmed over two eight-hour days,
when the equivalent in a feature film would probably take up at least a
week of production. It was just crazy, like a military operation, says
MacLaren. Getting the action choreography down in that time was a
huge challenge, but just as important was capturing the tension of the
eponymous minute before the Cousins arrive, so MacLaren was just
outside the car calling out direction to Dean Norris: Im going, Now
this is happening, now that is happening, and thats a really hard thing
for him to do. Hes not acting off of anything but what Im telling him.

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