2 c. sugar
1 1/2 c. safflower oil
4 whole eggs
2 c. flour
2 tsp. baking powder
2 tsp. baking soda
4 tsp. cinnamon
1 tsp. grated nutmeg
1 tsp. salt
3 c. grated raw carrots (food processor)
1 c. coarsely chopped walnuts

FROSTING:

1 (8 oz.) pkg. cream cheese, softened
1/4 c. butter
1/2 to 1 box confectioners' sugar (depending on taste)
2 tbsp. fresh lemon juice
2 tsp. vanilla

Preheat oven to 350 degrees. Grease 13x9 inch baking pan.

Cake: Mix sugar and oil thoroughly. Add eggs one at a time and beat well. Stir together all dry ingredients except carrots and walnuts. Add dry ingredients to sugar-oil mixture and beat for three minutes in electric mixer. Stir in carrots and walnuts. Bake in layers or in 9x13 pan (oiled and floured) in 350 degree oven for 35-45 minutes. Cake is done when a toothpick inserted in center comes out dry. Also, cake will spring back in center when touched lightly.

The cake improves with age. It is most flavorful when covered with foil and allowed to "mellow" in refrigerator for several days before serving. Frost a few hours before serving.

Frosting: In mixer, cream butter and cream cheese until smooth. Gradually add confectioners' sugar, then lemon juice and vanilla. Mix well and spread on cooled cake. 16 servings.

This cake doubles beautifully for a crowd. Bake in a 13x21 pan.