2 eggs
1 c. sugar
2/3 c. vegetable oil
1 1/4 c. flour
1 tsp. baking powder
1 tsp. baking soda
1/2 c. chopped nuts
1 tsp. cinnamon
1/2 tsp. nutmeg
1/2 tsp. salt
1 c. grated carrots
1 c. grated drained zucchini

CREAM CHEESE FROSTING:

1 (3 oz.) pkg. cream cheese, softened
3 tbsp. butter
2 c. confectioners' sugar
1 tsp. vanilla

Preheat oven to 350 degrees. In a large bowl, beat eggs with sugar until frothy. Gradually beat in oil. Add dry ingredients. Beat at high speed 4 minutes. Stir in carrots, zucchini and nuts. Pour into a well-greased 9-inch square baking pan. Bake 35 minutes or until top springs back when lightly touched.

FROSTING: In small bowl, blend cream cheese and butter. Add confectioners' sugar and vanilla. Beat until smooth. Spread over cooled cake.