Step 1

Prepare the cake mix as directed on the package

Step 2

Add in one drained can of mandarin oranges as you mix the cake

Step 3

The oranges will be blended into small pieces

Step 4

Bake in a 9x13 inch prepared oblong cake pan

Step 5

After baking, while the cake is still warm, poke holes in the cake over the entire surface using a fork

Step 6

Pour the undrained crushed pineapple over the hot cake

Step 7

Spread the pineapple evenly over the surface of the cake

Step 8

Allow the cake to cool

Step 9

Mix cream cheese with the pudding mix and 1/2 cup warm milk

Step 10

After mixing together well, add gradually the cold milk while continuing to mix until well blended (easiest with an electric mixer)

Step 11

If you add the cold milk too quickly to the cream cheese, it will be lumpy Place in the refrigerator for about 1 hour or more until it is more firm

Step 12

Then remove and spread over top of the cake

Step 13

Then spread the cool whip over the cake

Step 14

Drain the second can of mandarin oranges

Step 15

Arrange the pieces over top of the cool whip in rows or another type of pretty design

Step 16

Cover and refrigerate for at least another 1-2 hours before serving.

Step 17

Store covered in the refrigerator.