CAKE:

2 c. flour
1 tsp. baking powder
1 tsp. baking soda
2 tsp. cinnamon
1/4 tsp. salt
1 1/2 c. vegetable oil
2 c. sugar
4 eggs
2 c. finely chopped or grated carrots
1 c. chopped walnuts or pecans

FROSTING:

1 (8 oz.) pkg. cream cheese, softened
2 tbsp. butter, softened
2 tsp. vanilla
1 lb. box confectioners' sugar
1/2-1 c. chopped pecans or walnuts

Combine oil and sugar and mix well. Add eggs, one at a time and beat well after each addition. Gradually add dry ingredients and mix well. Add carrots and mix. Stir in nuts. Pour into a greased 9"x13" pan or 2 greased and floured 9" round cake pans. Bake at 350 degrees: 40 to 50 minutes for 9"x13" cake; 30 to 35 minutes or 9" layers. Layers can be removed from pans after they cool for 10 minutes. Frost when cake is completely cooled.

Frosting: Beat cream cheese, butter and vanilla. Add sugar. If frosting is too thick, add milk 1 teaspoon at a time until desired consistency is reached. Stir in nuts.