Preheat oven to 350 degrees.

Cream: 2 tsp. baking powder 1 tsp. salt 1 2/3 c. sugar

Beat in: 2 2/3 c. flour

Stir in alternately with: 1 tsp. vanilla

Fold in 1 1/2 cups cut-up walnuts. Bake 25 to 30 minutes.

CREAMY CARAMEL ICING:

Heat 2 tablespoons sugar in heavy skillet over low heat. Stir constantly until sugar becomes a golden brown syrup. Stir in 1/3 cup cream and 6 tablespoons until lumps are dissolved. Remove from heat. Stir in 3 cups confectioners' sugar. Beat until icing is smooth, creamy, and of the right consistency to spread. Add more cream if icing becomes too thick.