Prepare cake batter a directed on package; stir in carrots, pineapple, and 3/4 cup nuts. Pour into 2 (9-inch) cake pans. Bake 25 to 30 min. or until toothpick inserted in centers comes out clean. Cool in pans 10 min- invert into wire racks. Remove pans. Turn cakes over; cool completely.
Frosting- Beat cream cheese and sugar until well blended. Whisk in cook whip. Stack cake layers on plate, spreading frosting between layers and on top and sides of cake. Top with remaining nuts. Keep refrigerated.
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