2 small boxes or 1 large box of orange jello
2 c. boiling water
6 oz. orange juice
1 large can crushed pineapple
2 small cans or 1 large can of mandarin oranges
1 small box lemon instant pudding
1 c. milk
1 container cool whip

Mix jello with water. Add orange juice, crushed pineapple along with pineapple juice and mandarin oranges along with its juice to jello mixture. Mix well and pour into dish. Let jell for an hour or more.

Beat pudding with milk and add cool whip. Spread over top.