1 c. molasses
1 c. butter, softened
4 eggs (or egg substitute)
1/2 c. orange juice
1 c. all-purpose flour
1 c. whole wheat flour
2 tsp. baking soda
1 tsp. cinnamon
1/2 tsp. salt
2 c. shredded carrots
1/2 c. chopped walnuts

In large bowl, combine molasses, butter, eggs and orange juice; mix well. Stir in flours, baking soda, cinnamon and salt; mix well. Stir in carrots and walnuts. Pour into greased 8 or 9-inch round cake pans. Bake in preheated 350 degree oven for 30-35 minutes. Cool 15 minutes; remove from pans. Cool completely.

FROSTING:

3 oz. pkg. cream cheese, softened
2 tbsp. butter, softened
1 1/2 c. powdered sugar
1 tsp. grated orange peel

In small bowl combine all frosting ingredients; beat until smooth. Spread one layer with frosting; top with second layer and spread with frosting. Garnish with grated orange peel or walnuts.