4 (1 oz.) sq. unsweetened chocolate
2/3 c. plus 2 tbsp. water, divided
1 3/4 c. sugar, divided
8 oz. cream cheese, softened
1/2 c. plus 2 tbsp. solid shortening, divided
1 (14 oz.) can Eagle Brand Sweetened Condensed Milk
4 eggs
4 tsp. vanilla
1 2/3 c. flour
1 tsp. baking powder
1/2 tsp. baking soda
1/2 tsp. salt
3/4 c. milk

FUDGE FROSTING:

6 c. confectioners' sugar
1/2 c. shortening
4 (1 oz.) sq. unsweetened chocolate, melted
1/2 c. boiling water
1 tbsp. light corn syrup
2 tsp. vanilla

(Beat on low until blended, then on medium for one minute.)

In small saucepan, over low heat, melt chocolate in 2/3 cup water; stir. Add 1/2 cup sugar, cook and stir until smooth. Cool.

In small bowl, beat cheese and 2 tablespoons shortening until fluffy. Gradually beat in sweetened condensed milk until smooth. Beat in 1 egg, 2 tablespoons water and 2 teaspoons vanilla.

In large bowl, beat remaining 1 1/4 cups sugar and 1/2 cup shortening until fluffy. Add remaining 3 eggs, one at a time, beating well after each addition.

In medium bowl, combine flour, baking powder, baking soda and salt. Add to batter alternately with milk, beating well. Beat in chocolate mixture and remaining 2 teaspoons vanilla.

Spread into 3 well greased and floured 9 inch round layer cake pans. Spoon cheese mixture equally over cake batter. Bake 30 minutes at 350 degrees or until centers are set. Cool 15 minutes. Remove from pans. Cool completely.