Summary: Street-wise Max (Kat Dennings) doesn't expect much from the new waitress at her night job, a rich girl who has reluctantly joined the food service industry after a string of bad luck. But to her surprise, Caroline (Beth Behrs) is a woman of substance and just may be her ticket to success. The two strike up an unlikely friendship after Caroline discovers that Max can bake a mean cupcake, and the women decide if they can just wrangle up the start-up cash, they may have found their big break. Their co-workers at the diner are boss Han Lee, cook Oleg and cashier Earl.
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Caroline falls for the contractor who made the dessert bar renovations; Max rushes to Randy's side when she hears he's in the hospital; Sophie joins a mommy group that cares more about partying than baby talk.
S02, E03 (First Aired:
Caroline and Max's true colors are revealed during a robbery at the diner; a new side of Han is exposed.
S02, E05 (First Aired:
A pre-approved credit card causes trouble between Caroline and Max; Earl's estranged son (Cedric the Entertainer) comes to New York in hope of becoming a stand-up comedian.
S02, E06 (First Aired:
Caroline is too embarrassed to date an attractive candy-store owner after a humiliating experience in his establishment.
S02, E07 (First Aired:
Caroline and Max ask two Amish boys to build a barn for Chestnut; Andy makes a discovery about Caroline.
S02, E09 (First Aired:
Caroline and Max hire an intern (Abby Elliott) to deal with some of the dirty work as they get ready to open their new cupcake shop; Max struggles with her managerial role.
S02, E10 (First Aired:
Max invites former flames to her and Caroline's grand opening celebration at the new cupcake shop.
S02, E11 (First Aired:
When Max asks Sophie to be a silent partner in the cupcake business, Caroline and Sophie clash.
S02, E12 (First Aired:
Desperate to pay their late rent, Caroline and Max do business with a group of sketchy customers willing to pay a lot of money for cupcakes.
S02, E13 (First Aired:
A weekend retreat becomes awkward when Max, Caroline and Andy end up spending a weekend together in a cabin in the woods.
S02, E14 (First Aired:
Everybody from the diner helps Caroline and Max bake all night to fulfill a very large cupcake order.
S02, E15 (First Aired:
After learning that Candy Andy closed down his shop after their breakup, Caroline visits a psychic for a reading about her love life in the future.
S02, E16 (First Aired:
When Max lands tickets to a music awards show in Los Angeles, she and Caroline meet rapper 2 Chainz during the cross-country flight on a private jet.
S02, E17 (First Aired:
Caroline and Max pay a steep price for trying to remove a street performer from the entry of their shop.
S02, E18 (First Aired:
Max and Caroline try to save their cupcake shop by asking Caroline's rich-but-callous aunt (Missi Pyle) for money.
S02, E19 (First Aired:
When the ladies take office temp jobs, Caroline tries to climb the corporate ladder and Max is hit on by the boss.