1 (18.5 oz.) yellow cake mix (no pudding)
1 (11 oz.) can mandarin oranges, undrained
4 eggs
1/2 c. vegetable oil
1 (15 1/4 oz.) can crushed pineapple (undrained)
1 (9 oz.) carton Cool Whip, thawed
1 (3 3/4 oz.) pkg. instant vanilla pudding mix

Combine cake mix, oranges, eggs and oil; beat 2 minutes at high speed of electric mixer. Reduce to low speed 1 minute. Pour into 3 (8 or 9 inch) greased and floured cake pans. Bake at 350 degrees for 20 to 25 minutes. Cool 10 minutes and remove from pans. Cool completely.

Combine remaining 3 ingredients; beat 2 minutes on medium speed of mixer. Let stand 5 minutes or until spreading consistency. Spread between layers, top and sides. Chill 2 hours.