- Max's very visible pain when she finds out Johnny has a girlfriend.
- Max's good bye to Chestnut when they have to send him to a shelter for the winter.
- Max telling Caroline that she uses store-bought cake mix because no one ever taught her how to bake, or how to do anything, and asks Caroline if she really thinks that Max should get her mother a better birthday card.
- When Max is electrocuted and Caroline thinks she might die, she begs Max not to die, trying not to cry, because she's her best friend.
- In season 5, Caroline's Ex Andy returns, only to announce he's marrying some one else. Caroline really had a hard time accepting it. Hell, even Max was crying later in the episode!
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