3 1/2 c. flour
2 tsp. baking powder
1 tsp. baking soda
1/2 tsp. salt
1 tsp. cinnamon
1/2 c. butter, softened
3/4 c. packed dark brown sugar
3 eggs
3/4 c. orange juice
1 tbsp. grated orange rind
2 c. finely shredded carrots
1 c. chopped walnuts

Grease 10 inch Bundt or tube pan. Dust lightly with flour. Preheat oven to 350 degrees. Mix flour, powder, soda, salt, cinnamon and nutmeg. Beat butter, sugar and eggs at high speed 3 minutes. Add flour mixture alternately with juice. Stir in rind, carrots and nuts. Spread in pan. Bake 45 minutes or until top springs back when lightly touched. Cool in pan on rack for 10 minutes. Turn out on plate and cool completely. Spread with cream cheese frosting and garnish with orange slices and circled carrot rounds.

FROSTING:

Beat 2 packages (8 ounces each) cream cheese, softened 1/3 cup confectioners' sugar and 1 teaspoon vanilla until light and fluffy.