1 pkg. Oreo cookies
1 (16 oz.) bowl Cool Whip
1 c. powdered sugar
1 lg. pkg. chocolate pudding
1 (8 oz.) pkg. cream cheese, softened
1 stick butter

In serving dish crumble Oreo cookies to completely cover the bottom. Melt butter and pour over the cookies.

In a separate bowl mix cream cheese, powdered sugar and 1/2 of Cool Whip. Spread over cookie mixture. In another bowl mix chocolate pudding as directed on box and let set. When ready spread on top of cream cheese. Cover the pudding with rest of Cool Whip and crumble Oreo cookies to decorate.