After being in Hollywood with Caroline for ten days, Max realises that cupcakes aren't as lucrative as the girls thought and people are all about alcohol now, so she and Caroline decide to close down Max's Homemade Cupcakes, expand the cupcake window and turn it into a dessert bar. However, things start to heat up when Angie and Angelo Forelli, the owners of the pizza place near the diner, refuse to rent their back office to the girls so they can expand their business.
Caroline and Max decide to expand their cupcake business with the $250,000 that Caroline will receive for the movie about her life. They visit Caroline's father in prison to see a musical that he has written, where he tells Max that Caroline will not be happy and this is her big chance to move back to Manhattan, infuriating Max. Meanwhile, Sophie receives a letter identifying the sex of her baby but wants it to be revealed using a "gender reveal cake".
Caroline has received her money and she and Max search for a place to set up the dessert shop after Han refuses to allow them to expand in the diner. Randy shows up in town and Caroline urges Max to resist him, given the way Randy handled things in California, but Max cannot. In the end, Han relents and allows the girls to use their old cupcake space for their dessert shop.
In the first half hour, the girls try to balance working at the diner, in which they now own a majority share, and opening their dessert bar. In the second half hour, Sophie delivers her baby daughter, Barbara. Throughout each episode, Max is continually sexting and video-chatting with Randy, who has moved back to California.
The girls go out of their way to get a hip, wealthy crowd to patronize their dessert bar, but only succeed in attracting a group of tough women who are into arm wrestling. Meanwhile, Oleg and Sophie are both going crazy over the fact that Sophie cannot have sex for 30 days after delivering her baby.
Oleg's mother Olga arrives from Ukraine for Barbara's Christening, and quickly disapproves of Max and Caroline being the godparents. Remembering that Earl is an ordained minister, Oleg, Sophie and the girls arrange to have a secret baptism performed in the dessert bar.
After a local trade magazine reviews the dessert bar, Caroline is invited to speak to a business class at Wharton, her alma mater. She brings along Max, who is determined to give Caroline the full college experience she missed out on as a student. Meanwhile, Sophie won't ever let Barbara out of her sight, causing Oleg to take drastic measures to ensure he gets time for bonding with his daughter.
When Randy tells Max he has an upcoming hour layover in Newark, Caroline insists that Max go there to meet him. Max is otherwise occupied making a special-order cake for a dessert bar customer, and Han later accidentally destroys the cake. Meanwhile, an old flame of Earl's from 1961 returns from Cuba and looks him up.
When the girls take a bartending class in order to expand the cocktail menu at their dessert bar, Caroline must think quickly when she has to take the class exam solo after Max gets chicken pox from Han. Also, Sophie creates a creepy lookalike video monitor doll to keep tabs on baby Barbara.
The girls hire a bartender who has a "following" and it leads to a very successful night at the dessert bar. His specialty drink contains cacao, to which Han becomes addicted as he tries to create a duck stamp for a U.S. Postal Service contest. Meanwhile, Sophie finds she has no time to do her hair and makeup with Barbara taking all her attention.
As the dessert bar prepares to host a large event, a hurricane hits Brooklyn, causing a power blackout. Max ponders whether her recent breakup from Randy is real, while Oleg worries because Sophie is at home alone with Barbara's handsome "manny".
Upon returning home, Caroline loves the renovations in the dessert bar, and soon falls for Bobby, the contractor Oleg hired. Before Caroline can act, Max gets a call that Randy had an accident in Manhattan and is in the hospital. Max and Randy get closure on their relationship, as Randy says he can't leave his business behind in L.A., while Max says she now has people in her life that are important to her. Meanwhile, Sophie joins a mothers group, but learns they all leave their babies with someone else and prefer to just party.
Caroline is reluctant to go on a "night date" with Bobby, because it means leaving Max to run the dessert bar alone. All during the date, Caroline constantly leaves Bobby to check in on Max, but it turns out Max is handling things fine, albeit differently than Caroline would.
Caroline and Max are invited to an exclusive sneak preview of the movie made about Caroline's life. Candy Andy returns (the film's producers thought it would play better if Caroline ended up with him) making Bobby jealous, but he doesn't want to admit that to Caroline. Meanwhile, Earl and Sophie learn that their characters were combined into one person.
As the girls prepare for the premiere of The Princess And The Ponzi, they ask Han for a week leave to get properly dressed and they call in a top fashion designer. At the premiere, Caroline has a mishap with a $10,000 "on loan" dress, while Randy shows up unannounced. Max flees to the dessert bar, but Randy follows and says he's moving to New York permanently. He proposes to Max, and Caroline soon arrives to see the ring on Max's finger. It's then revealed that Bobby and Randy know each other and are enemies, due to Randy's firm rejecting Bobby's mother and sister for a reality show. As Max and Caroline are excited for the future, their men start to fight.