CAKE:

1/3 c. butter
1 c. sugar
2 eggs
1 tsp. vanilla
1 1/4 c. sifted flour
1 1/2 tsp. baking powder
1/4 tsp. salt
3/4 c. milk

FILLING:

1/3 c. sugar
2 tbsp. cornstarch
1 1/2 c. milk
2 egg yolks, slightly
1 tbsp. butter
1 tsp. vanilla

GLAZE:

3 tbsp. water
2 tbsp. butter
3 tbsp. cocoa
1 c. confectioners' sugar
1/2 tsp. vanilla

CAKE: Cream butter, sugar, eggs and vanilla in medium bowl until light and fluffy. Combine dry ingredients; add alternately with milk to creamed mixture. Pour batter into well greased and floured 9" layer pan. Bake for at 350 degrees for 30 to 35 minutes or until cake tester inserted in center comes out clean. Cool 10 minutes; remove from pan. Cool completely on rack. Cut into thin layers. Spread filling onto 1 layer; top with remaining layer. Pour glaze over top; let some drizzle down over the sides. Chill before serving.

FILLING: Combine sugar, cornstarch, milk and egg yolks in saucepan. Cook over medium heat until mixture boils; boil and stir 1 minute. Remove from heat; blend in butter and vanilla. Cover; chill.

GLAZE: Combine water and butter in small saucepan; bring to a full boil. Remove from heat; immediately stir in cocoa. Beat in sugar and vanilla (whisk if necessary) until smooth; cool slightly.