1 (6 oz.) pkg. (1 c.) semi-sweet chocolate chips
1/4 c. water
2 1/4 c. flour
1 tsp. baking soda
3/4 tsp. salt
1 3/4 c. sugar
3/4 c. softened butter
1 tsp. vanilla
3 eggs
1 c. water

Combine in saucepan the chips, 1/4 cup water, and store over low heat until melted and smooth. Remove from heat. Sift together flour, soda, and salt; set aside.

Combine in bowl the sugar, butter and vanilla. Beat until well blended. Add eggs, one at a time, beating well after each addition. Blend in melted chocolate mixture. Stir in flour mixture alternately with 1 cup water. Pour into 2 greased and floured 9-inch layer cake pans. Bake at 375 degrees for 30- 35 minutes. Cool. Fill and frost.

CHOCOLATE VELVET FROSTING:

1 c. semi-sweet chocolate chips
3 tbsp. butter
1/4 c. milk
1 tsp. vanilla
1/4 tsp. salt
3 c. sifted confectioners' sugar

Mix together and spread on cake.