graham crackers
2 pkg. instant vanilla pudding
3 c. milk
1 large Cool Whip

Line a 9x13-inch glass dish with graham crackers. Mix pudding and 3 cups milk. Fold in Cool Whip. Spread 1/3 of mixture over crackers and add 2 more layers. End with graham crackers.

Topping:

1/4 tbsp. butter
2 tbsp. cocoa
3 tbsp. milk
powdered sugar
1/2 tsp. vanilla
powdered sugar, enough to spread

Mix butter, cocoa, 3 tablespoons milk and vanilla. Combine in saucepan and bring to a boil. Add enough powdered sugar to make icing spreadable over top layer of graham crackers. Refrigerate overnight.