2 c. all-purpose flour
2 tsp. baking soda
1 tsp. salt
2 tsp. cinnamon
1/2 tsp. nutmeg
Pinch of cloves
4 lg. eggs
1 c. sugar (granulated)
3/4 c. firmly packed dark brown sugar
1 tsp. vanilla
1 c. vegetable oil
3 c. (1 lb.) shredded carrots
3/4 c. chopped walnuts

Grease and flour 2 (8 or 9 inch) round cake pan. Combine flour, baking soda, salt, cinnamon, nutmeg, cloves in small bowl. Combine eggs, sugar and vanilla in large bowl, beat until smooth. Mix at low speed, gradually add oil in steady stream. Add flour mixture. Beat until blended. Fold in carrots and nuts. Spoon into pans. Bake 40 to 45 minutes. Test with toothpick.

CREAM CHEESE ICING:

1 (8 oz.) cream cheese
1/4 c. butter, softened
1 tsp. vanilla
1/2 tsp. grated orange peel
3 c. confectioners' sugar
1/2 c. finely chopped walnuts (for garnish)

Combine cream cheese, butter, vanilla, orange peel in bowl. Beat until light and fluffy. Beat in confectioners' sugar. Ice cake. Press nuts along sides of cake.