The episode opened with Max and Caroline closing up the day before Valentine’s Day, and Earl suffering a mild heart attack. The girls take him to the hospital where Caroline pulls strings with an old boyfriend to get Earl a private room.

The next day on Valentine’s Day when there was nobody in the restaurant, Han agrees to close early so everyone can go visit Earl. While at the hospital Caroline asks her former beau David out, but he turns her down saying that he could never date her after what her dad did.

Max and Earl have a quiet moment where he tells her she is like family. When Max and Caroline get home they get flowers from Caroline’s father. One was for Caroline to maintain the tradition and one was for Max for taking good care of Caroline.