2 sticks butter
1 c. brown sugar
1 c. white sugar
5 eggs
3 1/2 c. flour
2 tsp. baking powder
1 tsp. baking soda
1 tsp. cinnamon
1 tsp. nutmeg
1 c. buttermilk
1 c. blackberries

CARAMEL ICING:

1 stick butter
1 c. white sugar
1 c. brown sugar
1 c. buttermilk
Dash of salt

Sift dry ingredients together. Cream shortening and sugar. Add eggs one at a time, beating after each addition. Add flour alternately with milk. Fold in berries. Bake in 9x13 greased and floured baking dish 45 minutes at 300 degrees. Cool.

Caramel Frosting: Cook until thick and creamy. Beat until almost cool. Spread over cake.