1/2 c. butter
1 c. sugar
1/4 c. milk
1 tsp. vanilla extract
1 3/4 c. confectioners' sugar

Melt butter in small saucepan over medium heat. Remove from heat. Add sugar and milk, stirring until well blended. Over medium heat, bring to boiling. Remove from heat; let cool slightly.

Mix at medium speed 1 3/4 cup confectioners' sugar into warm mixture, beating well after each addition until frosting is thick enough to spread, gradually beat in a little more confectioners' sugar. Add vanilla.

Makes enough to frost top and sides of an 8 or 9 inch two layer cake.