1 (1 lb. 4 oz.) pkg. Oreo cookies, ground up fine
1/4 c. butter
1 c. powdered sugar
8 oz. cream cheese
3 1/4 c. milk
2 pkgs. instant French vanilla pudding
8 oz. Cool Whip

Cream together the butter, powdered sugar and cream cheese; set aside. In large bowl beat milk and pudding until thick, fold in Cool Whip. Mix together the 2 bowls of creamed ingredients. Layer in a large container crumbs, creamed mixture, then crumbs again. Freeze or refrigerate overnight.

Optional: You may put together in a flower pot and decorate with silk flowers or gummy worms.