1 yellow cake mix
4 eggs
3/4 c. oil
11 oz. mandarin oranges, including juice
8 oz. crushed pineapple, including juice
12 oz. Cool Whip
1 lg. box instant vanilla pudding

Beat cake mix, eggs, oil and mandarin oranges with juice 5 minutes. Pour into greased and floured cake pans and bake according to directions for the cake mix.

With spoon, mix together Cool Whip, crushed pineapple with juice and instant pudding for 3-4 minutes. Spread on cake and refrigerate.