Place first 3 ingredients in medium-size saucepan and heat over medium heat.
Spray 13"x9" baking dish with non-stick vegetable oil. Pour hot mixture into baking dish. Place sliced bread over mixture and push bread slices closely together.
Beat eggs; add milk and vanilla and mix slightly. Pour egg mixture over bread, covering each slice well.
Cover the baking dish with plastic wrap and refrigerate overnight. The next morning, uncover and bake at 350 degrees for 30 minutes.