Icing:

8 oz. pkg. cream cheese
1 box confectioners sugar
3/4 c. butter, softened
1 c. pecans, chopped
2 tsp. vanilla

Mix cream cheese and butter together until creamy. Add sugar and mix well. Add nuts and vanilla. Frost between layers only.

Cake:

1 1/4 c. vegetable oil
4 eggs
3 c. carrots, grated

Preheat oven to 325°F. Combine all cake ingredients and mix thoroughly.

Bake for 35 minutes or until toothpick comes out clean.

Makes 3 layers.