CAKE:

1 c. unsifted cocoa
2 c. boiling water
2 3/4 c. all purpose flour
2 tsp. baking soda
1/2 tsp. salt
1/2 tsp. baking powder
1 c. butter, softened
2 1/2 c. sugar
4 eggs
1 1/2 tsp. vanilla

In medium bowl mix cocoa and boiling water until smooth. Cool completely. Sift flour with soda, salt and baking powder.

Preheat oven to 350 degrees. Grease and lightly flour 3 (9") round cake pans.

In large bowl of electric mixer at high speed, beat butter, sugar, eggs and vanilla until light, about 5 minutes. At low speed beat in flour mixture, alternately with cocoa mixture, beginning and ending with flour mixture. Do not over beat. Pour into pans and bake 25 to 30 minutes, or until surface springs back when gently pressed. Cool in pans 10 minutes, remove from pans and cool on racks.

FILLING:

1 c. heavy cream, chilled
1 tsp. vanilla
1/4 c. powdered sugar

Whip cream with sugar and vanilla; refrigerate.

To assemble Cake: On plate, place a layer of cake, top side down; spread with half of cream, place second layer, top side down, spread with rest of cream. Place third layer, top side up to frost.

FROSTING:

1 (6 oz.) semi sweet chocolate chips
1/2 c. light cream
1 c. butter
2 1/2 c. powdered sugar

In medium saucepan, combine chocolate chips, cream and butter; stir over medium heat until smooth, remove from heat, stir in powdered sugar. In bowl set over ice, beat until it holds shape. Frost cake covering sides first to cover whipping cream. Spread rest of frosting on top. Refrigerate at least 1 hour. Serves 10 to 12.