Instructions: To make cake: Preheat oven to 350 degrees. Butter and flour two 8 inch round cake pans; line each with parchment or wax paper.

Bring 2/3 cup milk to a boil; remove from heat and stir in 1/3 cup poppy seeds; cool to room temperature.

Sift together flour, baking powder and salt; set aside.

In large electric mixer bowl, cream 1 1/4 cups sugar and butter together; beat until light. Add vanilla.

Combine poppy seed mixture and the remaining 1/2 cup milk. Add with flour to creamed mixture, adding 1/3 of each mixture at a time.

Beat egg whites until they hold soft peaks. Add the remaining 1/4 cup sugar, a little at a time, and beat until whites hold stiff, glossy peaks. Fold into batter. Divide batter evenly between the cake pans.

Bake until cake pulls away from side of pan or cake tester comes out clean

(about 30 minutes). Cool in pans 10 minutes, then turn out onto wire racks to finish cooling.

To make frosting: Cream together cream cheese and butter. Add powdered sugar and lemon juice; beat until creamy. If frosting is too thin, stir in more sugar; if too stiff, stir in a little milk.

Spread frosting over bottom layer; set second layer in place and frost top and sides of cake. Decorate with toasted poppy seeds Note: To toast seeds, heat in a dry skillet over medium heat until they start to brown. Stir occasionally. Be careful not to burn.

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