1 pkg. prepared pudding mix
1 c. milk
1 c. butter
1 c. sugar
1/2 tsp. vanilla extract

Combine pudding mix and milk. Cook over low heat, stirring constantly, until thickened. Cool.

Combine butter and sugar. Beat until light and fluffy. Add cooled pudding, gradually and vanilla. Beat until mixture is creamy and spread on cake. Yield: enough for 2 (9") layers.