1 pkg. butter cake mix (Duncan Hines)
3 eggs
1/2 c. oil
1 can mandarin oranges (undrained)

Beat according to directions on box. Pour in three cake pans. Bake according to temperature on box.

FROSTING:

1 lg. Cool whip
1 lg. vanilla instant pudding
1 lg. can crushed pineapple, undrained

Mix well and frost cool cake.