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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.
Max and Caroline find themselves spending Valentine's Day in the Hospital, when Sophie's beauty overwhelms Earl.
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.
When a former employee of Martin Channing makes waves about writing a tell-all book, Caroline's father asks her to stand up for him on Piers Morgan's talk show.
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.
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".
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.
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 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.
Max accompanies Caroline to jail to visit with her father, and he encourages them to buy a specific item at the Channing Estate sale.
The girls take part in a clinical drug trial, in an effort to raise money for Caroline's father.
Max's job babysitting maybe in jeopardy if the cupcakes they're making for Peach's socialite friend aren't perfect.
Caroline's booty call to Andy causes panic when she develops a rash the next morning.
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
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
The attractive owner of a local candy store is sweet on Caroline, but she's too embarrassed to date him after she had a mishap in the store.
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.
Caroline decides to sell some of her old jewelry so that they can replace Max's oven.
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 try to take their cupcake business to the next level by auditioning for the reality cooking show, Cupcake Wars.
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
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.
Max and Caroline offer to clean a hidden part of the diner for Han, in the process they discover something that might restart their cupcake business.
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.
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.
When Sophie gets conned by the contractor building her dream house, Max invites her to be a silent partner in the cupcake business, which causes friction between Sophie and Caroline.
When a storefront that would be perfect for Max's Homemade Cupcake goes up for rent, Max and Caroline hold a fundraiser.
To make ends meet, Caroline and Max take office temp jobs. The boss hits on Max while Caroline sees herself moving on up into a big corporate job.
Max and Caroline have to pretend that their cupcakes are kosher, when they get a gig at a bar mitzvah.
After her lucky pearl necklace breaks, Caroline fears she will have bad luck. Meanwhile, the two girls hold out hope of hearing back from Martha Stewart, who recently tasted and enjoyed one of their signature cupcakes.
Sophie puts Max and Caroline through a series of tests to see if they're good enough to work for her cleaning company.
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.
It gets awkward when Max comes along from Andy and Caroline's romantic weekend in a cabin in the woods.
Caroline gets fired for insulting the diner and Max does her best to get Caroline and Han to make up.
The grand opening celebration of Max's Homemade Cupcakes doesn't go as planned when Max invites all her exes, so she can show off her new success.
Caroline accidentally stumbles upon Max's secret ingredient for her cupcakes while dealing with her new couponing obsession.
To save their cupcake shop, Max and Caroline ask Caroline's rich Aunt Charity for money.
Max and Caroline find themselves in some legal trouble while trying to get a street performer to move away from their cupcake shop.
When Max and Caroline are extras on a TV show shooting a scene at the diner, Caroline gets offered an actual role - only there are strings attached.
With their rent way overdue, Max and Caroline are forced to make a business deal with some shady customers. from their store, in order to make ends meet.
When Caroline realizes that Candy Andy closed his store after their break up, she consults a psychic to find out what her future has in store for her.
The employees of the Williamsburg diner see Han in a new light after he stops a robbery. Meanwhile, the robbery puts a strain on Max and Caroline's friendship.
Max and Caroline recruit 2 Amish boys who are exploring the modern world to help them build a barn for Chestnut.
Caroline's promise to do Earl's taxes gets put off, when she learns that Max has never filed.
When Max and Caroline get a huge cupcake order, and only a short amount of time to fill it in, they recruit their friends from the diner to help bake with them throughout the night. Meanwhile, Caroline is uncomfortable when Max and Andy continue their friendship after the break up.
While flying cross country on a private jet, to see a music award show, Max and Caroline meet famous rapper, 2 Chainz.
Max struggles with her new job as manager of the new cupcake business, when she and Caroline hire an intern.
Caroline and Max disagree over how to use their new credit card. Meanwhile, Earl's son, played by Cedric the Entertainer, comes for a visit.