CRUNCH LAYER:

1 c. graham cracker crumbs
1/2 c. brown sugar, firmly packed
1/2 c. walnuts, chopped
1/2 c. butter, melted

CAKE:

1 pkg. Pillsbury Plus yellow cake mix
1/2 c. water
1/2 c. orange juice
1/3 c. oil
3 eggs
2 tbsp. grated orange peel

Heat oven to 350 degrees. Grease and flour 2 (9 inch) round cake pans. In small bowl, combine crunch layer ingredients until crumbly. Press half of crunch mixture in each prepared pan. In large bowl, blend cake ingredients at low speed until moistened, beat 2 minutes at highest speed. Pour batter evenly over crunch layer. Bake at 350 degrees for 30 to 35 minutes or until toothpick inserted in center comes out clean. Cool 10 minutes; remove from pans. Cool completely.

FROSTING:

1 pkg. instant vanilla pudding
1/4 c. powdered sugar
1 c. milk
1 (9 oz.) Cool Whip

Mix pudding, sugar and milk in mixer for 1 minute. Fold in Cool Whip.