Turtle Cake

By 69#abe!A

Can use 13x9 inch pan, increase baking time to 35-38 minutes, or until cake is done; cool completely.

Ingredients

• 1 tub (8 oz.) COOL WHIP Whipped Topping (Do not thaw.)
• 1 pkg. (2-layer size) devil's food cake mix
• 1 pkg. (3.9 oz.) JELL-O Chocolate Instant Pudding
• 38 KRAFT Caramels
• 1-1/2 Tbsp. water
• 6 oz. (3/4 of 8-oz. pkg.) PHILADELPHIA Cream Cheese, softened
• 16 NILLA Wafers
• 16 PLANTERS Pecan Halves
• 5 squares BAKER'S Semi-Sweet Chocolate, divided

Details

Servings 16

Preparation

Step 1

SPOON half the COOL WHIP into bowl; refrigerate to thaw. Return remaining COOL WHIP to freezer. Prepare cake batter and bake as directed on package for 2 (9-inch) round layers, adding dry pudding mix to cake mix before mixing with liquid ingredients. Cool cakes in pans 10 min.; invert onto wire racks. Remove pans. Cool cakes completely.

MEANWHILE, microwave caramels and water in microwaveable bowl on HIGH 1-1/2 min. or until smooth, stirring every 45 sec. Cool slightly.

BEAT cream cheese in large bowl with mixer until creamy. Add caramel sauce; mix well. Blend in thawed COOL WHIP. Place 1 cake layer on plate; spread with half the cream cheese mixture. Cover with second cake layer; frost top with remaining cream cheese mixture. Refrigerate until ready to serve.

MICROWAVE frozen COOL WHIP and 3 chocolate squares in microwaveable bowl 3 min. or until well blended, stirring after each minute. Cool 10 min. Meanwhile, melt remaining chocolate squares as directed on package. Dip half of each wafer in chocolate; place on waxed paper-covered baking sheet. Top with nuts. Refrigerate until ready to use.

SPREAD COOL WHIP mixture onto top of cake. Garnish with wafers. Keep refrigerated.

450 calories