Prepare the Yellow Cake Layer:
Coat two 9-inch round cake pans with nonstick cooking spray.

In a large mixing bowl, beat together the cake mix, egg whites, egg, oil and water until well mixed. Pour the batter into the prepared pans. (You'll need only one yellow layer for this recipe-save the remaining batter for another use like cup cakes).

bake for 25 to 30 minutes or until the top springs back when touched. Cool the layers in the pan on a wire rack for 10 minutes, then turn onto wire racks to cool.

Brownie Layer:
Coat a 9-inch round cake pan with nonstick cooking spray.

In a large mixing bowl, beat together the brownie mix, oil, water, and eggs until well mixed. Pour the batter into the prepared pan and bake for 25 to 30 minutes or until the top springs back when touched. Cool in the pan for 10 minutes, then turn out onto a wire rack to cool completely before using.

To Assemble:
When the cake has cooled, split the layer in half into two 9-inch rounds with a long, serrated knife. Place bottom half on serving plate.

In a small bowl, mix together the confectioners' sugar and enough milk to form a spreading consistency. Spread half of the mixture on top of the yellow cake layer. Top with the cooled Brownie Layer.

In mixing bowl, beat together the whipped topping mix, cold milk, and yellow food coloring until topping is very thick and forms a peak.

Spread the remaining half of the confectioners' sugar mixture on top of the brownie layer to help the next layer of fruit stay in place. Cover with sliced strawberries and kiwis. Top with whipped topping mixture, making sure that the fruit is showing on all sides.

Carefully place the remaining half of the yellow cake layer on top of the fruit and whipped topping. Sprinkle with poppy seeds and refrigerate until ready to serve.

Per Serving:
Calories 331; Protein (g) 4; Carbohydrate (g) 5; Fat (g) 12 Calories from fat (%) 32; Saturated Fat (g) 3; Dietary Fiber (g) 1; Cholesterol (mg) 37; Sodium (mg) 361.

Diabetic Exchanges:
3 other carbohydrate, 2.fat.

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