1 can acini di pepe macaroni
1 can mandarin oranges
1 (20 oz.) can crushed pineapple
1 c. sugar
2 tbsp. flour
3 eggs
1 c. miniature marshmallows
1 (8 oz.) tub Cool Whip

Cook macaroni and let cool. Drain and rinse. Drain mandarin oranges and crushed pineapple. Save juice. Mix sugar with flour. Add eggs and blend them. Add juice from the fruit. Cool like pie filling. Boil until it makes eyes. Cook some, then add filling to cooled macaroni and let set overnight. Next morning, add marshmallows and Cool Whip. Mix and refrigerate.