heat oven to 350°F. grease and flour two (9inch) round baking pans or one (13x9x2 inch) baking pan.

stir together sugar, flour, cocoa, baking powder, baking soda and salt in large bowl. add eggs, milk, oil and vanilla; beat with electric mixer on medium speed for 2 minutes. stir in boiling water (batter will be thin). pour batter into prepared pan(s).

bake 30-35 minutes for round pans, 35-40 minutes for rectangle pan or until wooden pick inserted into center comes out clean. cool 10 minutes; turn out onto wire racks. cool completely.

frost with vanilla buttercream frosting. remove wrappers from chocolates. garnish top and sides of cake with chocolates.

for frosting; beat butter with electric mixer on medium speed in large bowl until creamy. with mixer running, gradually add about 2 cups powdered sugar, beat until well blended. slowly beat in milk and vanilla. gradually add remaining powdered sugar, beating g until smooth. add additional milk, if necessary, until frosting is desired consistency.