1 (14-ounce) can sweetened condensed milk (not evaporated milk)

1 1/2 cups cold water

1 (4-serving) package vanilla-flavor instant-pudding mix

2 cups whipping cream, whipped

36 vanilla wafers

3 medium bananas, sliced and dipped in bottled lemon juice and drained

Caramelize sweetened condensed milk by simmering in a double boiler 1 to 1 1/2 hours until thick.

In large mixing bowl, combine caramelized condensed milk and water. Add pudding mix; beat well. Chill 5 minutes. Fold in whipped cream.

Spoon 1 cup mixture into a 2 1/2-quart glass bowl. Top with 1/3 each of the wafers, bananas and pudding. Repeat layering twice, ending with pudding. Cover; chill. Garnish as desired. Refrigerate leftovers.

Makes 10 servings.