Business is still poor at the cupcake shop, and Sophie's life isn't going much better - she refuses to eat or leave her apartment after learning that her contractor swindled her and her dream house in Poland is just a facade. Sympathetic to her plight, Max offers to make her a silent partner in the cupcake shop in order to cheer her up. Sophie is excited by the prospect, but Caroline gets upset when she learns that Sophie's idea of being a silent partner involves making major changes to the shop, including having the girls dress up as cupcakes in order to attract business. Meanwhile, Max advises Andy on the perfect setting to proclaim his love to Caroline.