Instructions: Heat oven to 350 degrees. Arrange two racks in the center of oven. Line the bottom of three 8- by 2-inch buttered cake pans with parchment paper. Dust the bottom and sides with flour; tap out any excess.

Sift together the flour, baking powder, and salt in a medium mixing bowl, and set aside. In bowl of an electric mixer, cream the butter on medium-low speed until lightened, 1 to 2 minutes. Gradually add the sugar, and beat until the color has lightened, 3 to 4 minutes, scraping down the sides of the bowl once or twice. Gradually drizzle the eggs into the bowl on medium-low speed, beating after each addition until batter is no longer slick but is smooth and fluffy, about 5 minutes. Stop to scrape down bowl once or twice so the batter will combine well. Beat in the vanilla on medium-low speed.

Reduce the speed on mixer to low, and gradually add flour mixture, alternating with the milk, a little of each at a time, beginning and ending with the flour mixture. Scrape down the bowl once or twice. Beat in the poppy seeds and citrus peels.

Divide batter evenly between prepared pans. Bake 30 minutes; rotate pans if needed for even browning. Bake 5 to 10 minutes more, until a cake tester inserted into center of each comes out clean. Transfer to wire racks to cool, about15 minutes. Remove cakes from pans; leave to cool completely on wire racks, tops up. (Makes three 8-inch layers)

When completely cool, remove parchment from bottom of each cake. Save prettiest layer for the top. Place one layer on the serving platter. Spread with 1 1/2 cups cream cheese frosting. Cover with second layer, and spread with remaining 1/2 cup frosting. Place reserved layer on top. Refrigerate the cake for 1 hour, loosely covered with plastic wrap.

To serve, stir lemon glaze well, then pour onto center of top layer of cake, letting it run down the sides. Cut long strips of zest from orange and the lemon using a single hole zester. Arrange the zest in loose spirals on the top of cake, and sprinkle the top of cake lightly with poppy seeds.

CREAM CHEESE FROSTING: Beat the cream cheese in an electric mixer fitted with a paddle attachment on medium-low speed until smooth, about 1 minute. Add the butter, and cream for 2 minutes, until smooth. Add the confectioners sugar on low speed, and mix until completely combined. Beat on medium speed until smooth and fluffy, about 1 minute. Transfer to an airtight container, and place in the refrigerator until mixture is chilled and firm, 3 to 4 hours, or overnight. (Makes 3 cups)

LEMON GLAZE: Place sugar in medium bowl. Gradually add lemon juice; stir with fork to combine until smooth, adding more juice if needed; mixture should be slightly thick. Stir in poppy seeds. May be made 3 to 4 hours ahead and kept, tightly covered, in refrigerator. (Makes 2/3 cup)

Makes 1 eight-inch cake.

Cuisine: "Mexican"

Yield: 1 eight-inch cake

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