2 sm. pkgs. instant vanilla pudding
2 sm. pkgs. orange Jell-O
4 c. water
2 (8 oz.) pkgs. Cool Whip
4 sm. cans Mandarin oranges, drained

Stir pudding, Jell-O and water in heavy saucepan. Heat to boil, stirring constantly. Cool by putting pan in sink filled with cold water. Add Cool Whip. Fold in drained Mandarin oranges. Pour in large bowl. Refrigerate. Keeps well for 3 to 4 days.