Preheat oven to 350°. Oil and flour two 9in round cake pans or a 13x9in pan.

Combine dry ingredients together in large bowl.

Add eggs, milk, oil, and vanilla.

Beat on medium speed for 2mins.

Stir in boiling water (batter will be thin)

Bake 30-35 mins or until toothpick inserted comes out clean.

Cool 10 mins before removing from pan and cool completely before frosting.

Melt butter; stir in cocoa.

Alternately add powdered sugar and milk, beating on medium speed, til spreading consistency. Add more milk if needed.

Stir in vanilla flavoring.