Preheat the oven to 350 degrees

Grease and flour three 8 inch pans.

In a medium sized bowl add the flour, baking powder, baking soda, salt and zest of 2 lemons. Whisk to blend and set aside.

In another bowl, add the milk, vegetable oil and lemon juice, and lemon extract. Whisk to blend and set aside.

In the bowl of your mixer, beat the softened butter until smooth. Gradually add the sugar and mix on medium speed 3 to 5 minutes until it is lightened in color and fluffy.

Add the eggs one at a time, mixing until the yellow of the yolk disappears.

Add the flour mixture and the milk mixture alternately. Begin and end with the flour (3 additions of flour and 2 of milk). Mix until combined and smooth, do not mix above medium speed or over mix.

Pour the batter into the prepared pans, smoothing the tops with the back of a spoon. Bake at 350 degrees. If baking three 8 inch pans, bake at 350 for 20-25 minutes. For two 8 inch pans, bake at 350 for 30 to 35 minutes or until a toothpick inserted in the center comes out clean or with only a few crumbs attached. Let the cakes cool in the pans 10 minutes then turn out.

Wash and dry the oranges and lemon — then zest all of them. It is best to use a microplane, being careful to get just the outside not the white beneath.

In a sauce pan add the sugar cornstarch, egg yolks, orange and lemon juice and zest and butter. Stir to blend.

Cook on medium low heat, stirring until ingredients are smooth and well combined. Increase to medium heat and stir constantly until the mixture begins to thicken and bubble. Reduce heat and stir for about a minute more- it will take on a pudding-like thickness/consistency.

Remove the sauce pan from the heat.

Pour curd into a heat proof bowl. Allow to cool 15 minutes, press a piece of plastic wrap onto the top of the curd to prevent a "skin" from forming. Refrigerate until cool,  the curd will thicken further as it cools. The curd can be refrigerated for a week. When ready to use, remove from the refrigerator and allow to warm a bit and stir for easier spreading. It can also be frozen for 3 months.

Cut the butter into slices and add to the bowl of your mixer. Beat on low to medium speed until the butter is softened and smooth.

Cut the slightly softened cream cheese into pieces and add to the butter, beating at low to medium speed until incorporated.

Add the vanilla and orange flavorings. Gradually add the powdered sugar beating on low speed until blended. Cover the bowl with a towel to keep down the cloud of powdered sugar.

Increase mixing speed and beat until fluffy. Don't over beat.

This frosting will pipe best if used while still chilled. You can make it in advance, refrigerate and when ready to use let it soften slightly (do not microwave) and remix.