minutes Yield: 12 servings

1. Heat oven to 350 degrees. For cake, combine flour and sugar in large bowl; set aside. Combine butter, water and cocoa in medium saucepan. Heat to a boil over medium heat, stirring frequently. Pour butter mixture over flour mixture; mix well. Stir in eggs, buttermilk, baking soda and vanilla. Divide batter between 2 greased 9-inch round cake pans. Bake until wooden pick inserted in center comes out clean, 20 to 25 minutes. Cool in pans 10 minutes; turn out onto cooling rack. Cool completely.

2. For filling, combine pudding mix and milk in bowl of electric mixer. Beat on high speed until thickened, 3 to 4 minutes. Add whipped topping; beat 2 minutes. Refrigerate until set, about 5 minutes.

3. For glaze, heat butter, cocoa and half-and-half to a boil in medium saucepan over medium-high heat. Remove from heat; slowly stir in confectioners' sugar (if added too fast, glaze will be lumpy). Stir in vanilla. Note: Glaze must be warm when ready to pour over cake.

4. Place 1 cake round upside down onto cake platter. Top with pudding mixture; it will be a thick layer. Place second cake layer on filling. Slowly pour warm glaze over the top; allow it to run down sides. Chill 2 to 4 hours before serving.

Nutrition information per serving: Calories ...... 400 Fat ............ 27 g Cholesterol .. 105 mg Sodium ..... 530 mg Carbohydrates .. 38 g Protein ......... 6 g