Lg. container Cool Whip
1 box French vanilla pudding
1 sm. can crushed pineapple, drained
1 sm. can mandarin oranges
1 box Betty Crocker yellow butter cake mix

Mix cake mix by directions on box. Fold in mandarin oranges. Bake as directed on box in round pans. Let cool.

For icing, mix Cool Whip, pineapple and dry pudding mix. Keep refrigerated.