3 c. water
2 pkgs. tapioca pudding
1 pkg. orange Jello, sm.
8 oz. Cool Whip
1 can mandarin oranges
1 can crushed pineapple, drained

Cook water, tapioca and Jello. Bring to a boil, cook until thickened. Then let cool. After cooled, mix in Cool Whip, oranges and pineapple.