1 c. butter, softened
2 c. sugar
3 eggs
3 c. all-purpose flour
1 c. buttermilk
1/2 c. warm water
3 tbsp. cocoa
1 tsp. baking soda
1 tsp. vanilla extract
Caramel frosting (recipe below)
Grated chocolate (optional)
Pecan halves (optional)

Cream butter; gradually add sugar, beating until light and fluffy. Add eggs, one at a time, beating well after each addition. Add flour alternately with buttermilk, beginning and ending with flour. Combine water, cocoa, and soda, stirring well; add to flour mixture, beating well. Stir in vanilla.

Pour batter into 2 greased and floured 9-inch round cake pans. Bake at 350 degrees for 35-38 minutes. Cool for 10 minutes.

Spread caramel frosting between layers and on top and sides of cake. Sprinkle with grated chocolate and garnish with pecan halves.

CARAMEL FROSTING:

1 c. butter
2 c. sugar
1 c. evaporated milk
1 tsp. vanilla extract

Melt butter in a heavy saucepan over medium heat; add sugar and milk. Cook mixture over medium heat, stirring constantly until candy thermometer registers 234 degrees. Remove from heat and add vanilla, do not stir, cool 10 minutes. Beat on medium speed of electric mixture until thick enough to spread, about 10 minutes. Spread immediately on cake.