20 oz. pkg. Oreos, crushed fine
8 oz. cream cheese
1 stick butter

Cream above ingredients together.

1 c. confectioners' sugar
2 pkgs. instant vanilla pudding
12 oz. Cool Whip

Also will need:

10-12 inch flower pot
Trowel
Artificial or fresh flowers or green plant (pocket with foil)

Crush Oreos in food processor - set aside. Cream together - cream cheese, butter, sugar - set aside. Make pudding according to directions on package, fold in Cool Whip. Mix in cream cheese mixture. Put cover of Cool Whip at bottom of flower pot so Oreos won't leak out. Starting and ending with Oreos, alternate layers of Oreos and pudding. Decorate and serve!