2 sticks butter, room temperature
1 (8 oz.) pkg. cream cheese
1 (3 oz.) pkg. cream cheese
1 pkg. German chocolate
1/4 c. warm water
2 lbs. powdered sugar

Dissolve German chocolate in warm water. Cream together all above ingredients. Divide in half. Set aside one half for filling. To the remainder add 1/4 cup shortening and 3 eggs (one at a time), beating well after each.

Sift together 2 1/4 cups plain flour, 1 teaspoon baking soda and 1/2 teaspoon salt. Add alternately with 1 cup buttermilk and 1 teaspoon vanilla. Bake in 3 layers at 350 degrees until done. Cool and spread with other half.