1 1/2 c. sifted flour (cake flour preferred)
1 1/4 c. sugar
1/2 c. cocoa
1 1/2 tsp. baking powder
1/2 tsp. baking soda
1 tsp. salt
2/3 c. vegetable shortening
1 c. milk
1 tsp. vanilla
2 eggs, unbeaten

Sift flour, sugar, cocoa, baking powder, soda and salt into large mixing bowl. Drop in shortening. Pour about 2/3's of the milk into flour mixture, then add vanilla and beat until perfectly smooth - this takes about 2 minutes or 150 strokes. (A stroke means once around the bowl in a beating, stirring motion). Scrape sides and bottom of bowl, also spoon, and beat in well. Add eggs unbeaten, and beat in very thoroughly. Scrape bowl and spoon and beat in well. Add remaining milk and beat until well blended. Scrape again and beat in well.

Bake in 2 greased and floured deep 8 or 9 inch layer pans in moderate oven at 350 degrees for 30-35 minutes.

CARAMEL ICING:

1/4 c. butter
1/2 c. brown sugar, firmly packed
2 tbsp. milk
1 1/4 c. powdered sugar
1/4 tsp. vanilla

Melt butter in saucepan. Add brown sugar to butter. Cook 2 minutes over low heat - stirring constantly. Add 2 tablespoons milk and stir constantly until mixture comes to a boil. Remove from heat. Stir in 1 1/4 cups powdered sugar and vanilla. If too thick add more milk. It sometimes takes a little more powdered sugar to spread properly.

I pour butter and brown sugar into small mixture bowl to finish the icing. Much easier.