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HEAT oven to 350°F.
PREPARE cake batter and bake as directed on package for 24 cupcakes, blending dry pudding mix and milk into batter before spooning into prepared muffin cups. Cool in pans 10 min.; remove from pans to wire racks. Cool completely.
MIX frosting and COOL WHIP until blended; spread onto cupcakes.
DECORATE with remaining ingredients to resemble holly leaves and berries.