PEAR LAYER CAKE WITH CARAMEL

Steps:

• Peel, core and chop 2 pears. Prepare cake batter and bake as directed on package for 2 (8-inch) round layers, adding 1 pkg. dry pudding mix to the cake mix before mixing with liquid ingredients. Stir chopped pears into batter before spooning into pans for baking. Cool cakes in pans 10 min.; invert onto wire racks. Remove pans. Cool cakes completely.
• Meanwhile, microwave caramels and milk in microwaveable bowl on HIGH 2 min.; stir. Microwave 2 min. or until caramels are completely melted, stirring after each minute. Add remaining pkg. dry pudding mix; whisk 2 min. Cool 15 min. Gently stir in COOL WHIP. Refrigerate 20 min. or until chilled.
• Fill and frost cake layers with caramel mixture. Just before serving, peel, core and slice remaining pear. Arrange pear slices on top of cake with nuts.