Step 1

Preheat the oven to 350F degrees. Butter and flour a 10 cup bundt cake pan (or use nonstick-spray with flour in it). Set aside.**

Step 2

To make the Cream Cheese Filling, beat the cream cheese and sugar until light and creamy. Beat in remaining Filling Ingredients until smooth. Set Aside.

Step 3

In a large bowl, mix all of the Dry Ingredients together. In a separate bowl, gently whisk eggs then stir in remaining Wet Ingredients just until combined. Don't overmix.

Step 4

Stir Wet Ingredients into Dry Ingredients just until moistened, then stir in 2 1/2 cups grated carrots until evenly combined (I use my clean hands to stir in the carrots).

Step 5

Spoon 3 cups batter into prepared bundt cake pan. Spoon Cream Cheese Filling over batter and gently smooth, but do not touch the sides of the pan. Top with remaining batter.

Step 6

Bake at 350F degrees for 45 minutes, cover with foil then reduce heat to 325 and bake an additional 25-30 minutes or until toothpick inserted near the center comes out clean. Cool in the pan for 10 minutes then transfer to a cooling rack to cool completely.

Step 7

To make the Orange Cream Cheese Glaze, using an electric mixer, cream together all of the Glaze ingredients EXCEPT the powdered sugar on medium speed for 1-2 minutes or until completely smooth. Add sifted powdered sugar and beat until very smooth, scraping down sides as needed. Place the frosting in the refrigerator for 5 to 10 minutes before using.

Step 8

When cake has cooled, drizzle Glaze over cake or individual servings, whisking in additional orange juice/milk if Glaze has become too thick upon standing.

Step 9

Store in the refrigerator for up to 7 days.