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Max, a hard working waitress, finds herself helping out Caroline, a new waitress at the diner, who was once a wealthy socialite, but has been left with nothing after her father's arrested. Max invites Caroline to be her roommate, but their new friendship is put in jeopardy when Max's boyfriend hits on Caroline.moreless
Max gets annoyed that Caroline keeps meddling in her life, but the situation only gets worse when a well meaning Caroline steals Max's break-up scene.
Caroline is disappointed when Max takes her clothes shopping at Goodwill, especially when an argument breaks out over a Strokes t-shirt. Meanwhile, Caroline tries to get Max to do best friend things with her.
Max and Caroline break into Caroline's old town house to get her sleep guard, but while they're there, they figure out a way to make some easy money, which doesn't go as planned. Meanwhile, Han tries to get more customers at the diner by installing a karaoke machine.
Caroline tries to help Max pay off her student loans by throwing a party at the diner that will attract hipsters. Meanwhile, Han tries to become more hip, in an attempt to meet girls.
After putting it on her dream board, Caroline tries to build a Murphy bed all by herself. Meanwhile, Max finds herself confused by the signals she's getting from Johnny.
After a coffee shop won't sell Max's cupcakes because they're not "pretty enough," Caroline enrolls them in a cupcake decorating class taught by two mean Italian women who lower Max's confidence in her cupcakes.
Caroline finds herself overwhelmed when she takes a job organizing a hoarder's apartment. Meanwhile, Max is forced to face her feelings for Johnny when he invites her to help tag a billboard.
Max and Caroline get a job serving cupcakes at an art show, but Max isn't sure she wants to do it when she learns Johnny and his girlfriend, Cashandra, will be there. Meanwhile, Han tries to write a hip birthday song for the restaurant.
When Caroline breaks Max's mixer, they have to get jobs at Santa World in order to pay for a new one. Meanwhile, the girls convince Han to open the restaurant on Thanksgiving to feed the needy.
Max and Caroline search for a warm place to keep Chestnut for the winter. Meanwhile, Peach tries to get on a new reality show "Real Housewives of TriBeCa".
Caroline decides to sell some of her old jewelry so that they can replace Max's oven.
Caroline accidentally stumbles upon Max's secret ingredient for her cupcakes while dealing with her new couponing obsession.
Max and Caroline try to befriend their upstairs neighbor, who Caroline believes is a hooker, so she doesn't rat them out to the landlord for a threatening note.
Sophie puts Max and Caroline through a series of tests to see if they're good enough to work for her cleaning company.
Max and Caroline find themselves spending Valentine's Day in the Hospital, when Sophie's beauty overwhelms Earl.
Max and Caroline have to pretend that their cupcakes are kosher, when they get a gig at a bar mitzvah.
Max feels obligated, as Caroline's best friend, to throw her a surprise birthday party, but when she learns all Caroline wants is to see her father, Max takes her to Jail to see him.
Max and Caroline find themselves staying in a fancy Manhattan apartment, when they get a job watching a couple's dog while they go on vacation.
The girls take part in a clinical drug trial, in an effort to raise money for Caroline's father.
Caroline's promise to do Earl's taxes gets put off, when she learns that Max has never filed.
Max's job babysitting maybe in jeopardy if the cupcakes they're making for Peach's socialite friend aren't perfect.
In part one of the two part season finale: After a series of set backs in their cupcake business and personal lives, Max and Caroline decide to crash a Manhattan ball, so Sophie takes them out to buy dresses. Meanwhile, Oleg buys a town car in an attempt to get closer to Sophie, and Max get's Chestnut back.moreless
Part two of the Season finale: When Caroline and Max can't get into the Ball because of her Channing name, they struggle to find a way to sneak in so they can get Martha Stewart to taste their cupcakes. Meanwhile, Max tries to prove to Johnny that she not just the girl in the waitress uniform.moreless