3 eggs, beaten
2 c. sugar
1/2 c. vegetable oil
2 tsp. vanilla extract
2 c. all purpose flour
2 tsp. baking soda
2 tsp. ground cinnamon
1/2 tsp. ground nutmeg
1/4 tsp. salt
4 c. diced, unsliced apples
1 c. coarsely chopped walnuts

CREAM CHEESE FROSTING:

2 (3 oz.) pkgs. cream cheese, softened
1/4 c. butter
1 1/2 c. confectioners' sugar
1/2 tsp. vanilla extract

In a large mixing bowl cream sugar, eggs, oil and vanilla. Combine flour, baking soda, cinnamon, nutmeg and salt. Mix into the batter. Fold in apples and nuts. Spread into a 13"x9"x2" baking pan. Bake at 325 degrees for 50 to 60 minutes.

FROSTING: Combine all ingredients in a small mixing bowl. Whip until smooth and spread over cake. 12 to 15 servings.