1 (8 oz.) pkg. cream cheese, softened
2 1/4 c. sugar, divided
1 1/2 tsp. vanilla, divided
1 tbsp. cornstarch
3 eggs
Milk
2 c. all-purpose flour
1 tsp. baking powder
1/2 tsp. baking soda
1/4 tsp. salt
4 sqs. (4 oz.) unsweetened chocolate, melted and cooled

FUDGE FROSTING: Combine 1/3 cup milk, 1/4 cup softened butter, 2 squares (2 ounces) cooked melted unsweetened chocolate, 1 teaspoon vanilla and 1 1/2 cups powdered sugar. Beat until of spreading consistency.

Preparation: To make cheesecake layer, combine in small mixer bowl 2 tablespoons softened butter, the cream cheese, 1/4 cup of the sugar, 1/2 teaspoon vanilla, cornstarch, 1 egg and 3 tablespoons milk. Beat at high speed of mixer until smooth and creamy; set aside.

In large mixer bowl combine:

2 c. sugar
1/2 c. softened butter
1 tsp. vanilla
2 eggs
1 1/3 c. milk

Then flour, baking soda, baking powder, salt and chocolate. Beat 4 minutes. Spread 1/2 the batter in a greased and lightly floured 13 x 9 inch pan. Then spread with 1/2 the cream cheese mixture. Repeat.

Bake at 350 degrees for 50-60 minutes. Cool. Then frost. Cut into squares and serve.