1-2Milky Way Candy Bars, chopped, for topping, if desired
Heat oven to 350°F. Grease and flour two 9-inch round baking pans. (I also line the bottom of the pans with wax paper!)
Stir together sugar, flour, cocoa, baking powder, baking soda and salt in large bowl.
Add eggs, milk, oil and vanilla and beat on medium speed for about 2 minutes.
Stir in the boiling water (your batter will be very thin--that's OK!). Pour batter into cake pans.
Bake for about 30 to 35 minutes or until a toothpick inserted in the center comes out clean.
Allow to cool in the pan for 10 minutes; remove cakes to wire racks. Cool completely.
Once cakes have cooled, use a sharp serrated knife to torte each 9'' cake--(cut each cake evenly in half, horizontally, so that you end up with four, thin, 9'' cake pieces!)
For the Caramel Frosting
In a medium saucepan over medium heat add the butter and brown sugar. Stir well and heat to boiling. Boil stirring constantly, for 2 minutes.
Stir in the milk and bring back to a low boil. Immediately remove from heat.
Stir in vanilla. Allow mixture to cool for several minutes.
Add 1 1/2 cups of powdered sugar and mix until smooth.
At this point I like to set aside 1/2 cup of this runny frosting for drizzling on top of the cake after I've frosted it.
Then add about 1/2 cup additional powdered sugar and beat well with electric mixers until you've reached a good frosting consistency. (Keep in mind that the frosting will harden even more once cooled, so don't add too much powdered sugar.)
Place your first cake layer on your cake serving plate and spread a big spoonful of caramel frosting over it.
Repeat with the remaining cake layers, adding a layer of caramel frosting between each layer of cake.
Gently pour remaining frosting on top of the cake and smooth it across the top and down the sides with a spatula until you've covered the cake completely.
Drizzle reserved caramel frosting over the top. Top cake with chopped milky ways or other candy, if desired.