1 cup butter, softened 
2 cups sugar 
4 large eggs, room temperature 
3 cups all-purpose flour 
1 tablespoon baking powder 
1/2 teaspoon salt 
1 cup 2% milk 
1/4 cup baking cocoa 
1/4 cup water 
1/2 teaspoon vanilla extract 
1/2 teaspoon orange extract 
1 tablespoon grated orange zest 
10 drops yellow food coloring 
6 drops red food coloring 
FROSTING:
9 ounces cream cheese, softened 
5-3/4 cups confectioners' sugar 
2 tablespoons 2% milk 
8 drops yellow food coloring 
6 drops red food coloring 
GLAZE:
3 ounces semisweet chocolate 
1/3 cup heavy whipping cream 
Candy corn for garnish
1. In a bowl, cream butter and sugar until light and fluffy, 5 to 7 minutes. Add eggs, 1 at a time, beating well after each. Combine flour, baking powder and salt; add alternately with milk to creamed mixture. Mix well. Combine cocoa, water and vanilla; stir in 2 cups cake batter. 
2. Pour into a greased and floured 9-in. round baking pan. Add orange extract, zest and food coloring to remaining batter. Pour into two greased and floured 9-in. round baking pans. Bake at 350° for 30 minutes or until cake tests done. Cool for 10 minutes before removing from pans to wire racks. 
3. In a bowl, beat all frosting ingredients until smooth. Place 1 orange cake layer on a cake plate; spread with 1/2 cup frosting. Top with chocolate layer; spread with 1/2 cup frosting. Top with second orange layer. Frost the sides and top of each. 
4. Microwave chocolate and cream on high 1 to 1/2 minutes or until blended, stirring once. Stir until smooth; let cool 2 minutes. Slowly pour over cake, letting glaze drizzle down sides. Garnish with candy corn.
TOTAL TIME: Prep: 20 min. Bake: 30 min. + cooling. 
YIELD: 16 servings 
There's nothing "scary" about this cake. I make it every Halloween for my husband, Mike, and our three children. 
Nutrition Facts
1 each: 529 calories, 18g fat (10g saturated fat), 99mg cholesterol, 307mg sodium, 89g carbohydrate (67g sugars, 1g fiber), 6g protein.