2 pkgs. French vanilla pudding
3 c. buttermilk
2/3 of an 8 oz. Cool Whip
1 c. strawberries
1 c. bananas, sliced
1 c. blueberries
1 c. apples, sliced
1 c. cantaloupe or 5 to 6 c. fruit you like

Mix milk with pudding; fold in Cool Whip. Layer large bowl with pudding then a later of fruit.