1 lb. Oreos, crushed in blender
2 pkgs. French vanilla instant pudding
3 1/2 c. milk
8 oz. softened cream cheese
1 c. confectioners' sugar
1/4 c. butter
8 oz. Cool Whip

Crush Oreos in blender. Prepare pudding according to package directions.

Blend milk, cream cheese, sugar and butter and add to pudding (prepared). Stir this mixture into Cool Whip. Layer bowl alternately with this mixture and crushed Oreos, beginning and ending with Oreos. Refrigerate overnight!