DIRT:

1 lg. pkg. (1 1/4 lbs.) Hydrox cookies, blended in food processor

PUDDING:

2 1/2 c. milk
8 oz. cream cheese
2 boxes instant French vanilla pudding
1/2 c. powdered sugar
1 stick melted butter
8 oz. cool Whip

DIRT: In large bowl mix cookies with 3/4 cup melted butter and set aside.

PUDDING: In large bowl mix milk, cream cheese, pudding, sugar and butter. Mix until creamy and fold in Cool Whip.

Line a plastic flower pot (6") with foil in the bottom. Layer dirt and pudding for about 3 layers. Put a lot of dirt on top and chill overnight. Add silk or fresh flowers and "surprise" your guests. Serves 12.