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9 or 10-inch pastry shell	8-oz. pkg cream cheese
1 can sweetened cond milk	3/4 cup cold water
Small pkg pudding	1 c whipping cream
21-oz. can cherry pie filling

Use instant vanilla pudding. Whip cream. Beat softened cream cheese until fluffy; gradually beat in sweetened condensed milk until smooth. On low speed beat in water and pudding mix until smooth. Fold in whipping cream. Spread half pudding mixture into prepared pastry; top with half pie filling. Spread another layer of cream cheese mixture and top with remaining pie filing.

Cream Cheese Frosting:
1/2 cube butter	2 1/2 cups powdered sugar
1 tsp vanilla	1 Tblsp milk
8-oz. pkg cream cheese

Soften cream cheese. Mix with other ingredients and frost cake.