1 (8 oz.) pkg. cream cheese, softened
1/2 c. sugar
5 eggs, at room temperature
1/2 cup butter softened
1 c. sugar
1 tsp. vanilla
1/2 c. unsifted all purpose flour
1/3 c. Hershey's cocoa
1/2 c. chopped nuts

Beat cream cheese and 1/2 cup sugar in small mixer bowl 2 minutes on medium speed. Add 3 eggs, one at a time; beat 5 minutes on medium speed. Set aside. Cream butter, 1 cup sugar and vanilla in small mixer bowl. Add 2 eggs; beat 3 minutes on medium speed. Combine flour and cocoa; gradually blend into creamed mixture until smooth. Stir in nuts. Spread cocoa mixture evenly in two greased and wax paper lined 8 inch layer pans; pour cheese mixture evenly on top of cocoa mixture. Bake at 350 degrees for 30 to 35 minutes or until cake tester inserted in center comes out clean. Do not overbake. Cool 10 minutes; remove from pans.

ORANGE GLAZE:

1 can (11 oz.) Mandarin oranges
1/2 c. water
2 tbsp. cornstarch
1 1/2 tbsp. sugar

Drain oranges; reserve 1/2 cup syrup. Add water to syrup. (Set aside 1 cup oranges for torte decorations). In small pan mix together cornstarch and sugar; stir in orange syrup gradually. Bring to a boil over medium heat, stirring constantly. Simmer 2 to 3 minutes, stirring frequently.

Arrange one layer, cheese side up, on serving plate; spread with 1/3 cup orange glaze. Top with second layer, cheese side up, and spread with 1/2 c. glaze. place well drained mandarin oranges on top of torte; brush sides with remaining glaze. Let stand 1/2 hour at room temperature to blend flavors, refrigerate. 10 to 12 servings.