60 Ritz crackers (crushed)
1 stick butter
1/4 c. sugar
1 can Eagle Brand milk
1 (8 oz.) Cool Whip
1 (6 oz.) orange juice (thawed)
2 cans mandarin oranges (drained)

Mix crackers, melted butter and sugar. Place this in a 9x13 inch dish. Press firmly. Save about 1/3 of mixture to put on top.

Mix milk, orange juice, oranges; fold in Cool Whip. Place in dish and sprinkle rest of cracker mixture on top. Refrigerate until ready to serve.