19 oz. pkg. chocolate Oreo cookies

Crush fine, mix with 2 sticks melted butter. Pat in 9x13 pan. Do not bake. Refrigerate. Save some crumbs for topping.

2ND LAYER:

1 (8 oz.) cream cheese (softened)

Beat in: 9 oz. Cool Whip

Spread over 1st layer.

3RD LAYER:

2 sm. (3 oz.) instant fudge chocolate pudding
3 1/2 c. milk

Mix well and put on 2nd layer. Then top with more Cool Whip. Sprinkle with rest of Oreo cookie crumbs. Refrigerate.