CAKE:

1 pkg. white cake mix
1/4 c. poppy seed
1 c. water
1/3 c. oil
1/4 c. amaretto
3 egg whites
1/3 c. walnuts

GLAZE:

1/4 c. butter
3/4 c. sugar
1/4 c. water
1/4 c. amaretto

FROSTING:

1 c. firmly packed brown sugar
2 tbsp. cornstarch
1/2 tsp. salt
5 oz. can evaporated milk
3 egg yolks
1 tbsp. amaretto
Sliced or slivered almonds

Heat oven to 350 degrees. Grease and flour 13x9 inch pan. In large bowl, combine all cake ingredients at low speed until moistened; beat 2 minutes at medium speed. Pour batter into greased and floured pan. Bake at 350 degrees for 25-30 minutes or until toothpick inserted in center comes out clean.

While cake is baking, prepare glaze. Melt butter in medium saucepan. Stir in sugar and water. Cook over medium heat until mixture comes to a boil. Boil 3 minutes stirring occasionally. Remove from heat; stir in 1/4 cup amaretto. Using long-tined fork, pierce hot cake at 1 inch intervals. Immediately spoon glaze evenly over cake. Cool completely.

In same medium saucepan, combine brown sugar, cornstarch, salt, milk and egg yolks; blend well. Bring to a boil over medium heat, stirring frequently with wire whisk. Boil until mixture thickens, 5-7 minutes, stirring constantly. Remove from heat; stir in 1 tablespoon amaretto. Spread frosting mixture over cooled, glazed cake. Sprinkle with almonds.

One teaspoon almond extract can be substituted for amaretto in cake and glaze. Increase water to 1 1/4 cups. Increase water in glaze to 1/2 cup.

1/2 teaspoon almond extract can be substituted for amaretto in frosting.