1 lg. box orange Jello
1 sm. can frozen orange juice concentrate
1 lg. can crushed pineapple, drained
2 small cans mandarin oranges

Dissolve Jello in 2 cups hot water. Combine remaining ingredients and congeal.

TOPPING:

1 box lemon instant pudding
1 c. milk
1 sm. Cool Whip

Combine pudding and milk. Stir until thick. Blend in Cool Whip. Spread on top of Jello mixture that has already congealed.