8 oz. cream cheese
1 c. powdered sugar
1 stick butter
2 sm. pkgs. chocolate instant pudding
3 c. milk
1 lg. carton Cool Whip
1 1/4 lbs. Oreo cookies, crushed

Blend together cream cheese, powdered sugar and butter, set aside. Mix pudding and milk together. Fold in Cool Whip, set aside.

Mix cookies, saving 1/2 cup for top, with cream cheese mixture and spread along the sides and bottom of a flower pot. Put pudding mixture into the pot, filling to the top. Top with rest of cookies. Chill and garnish before serving.

Garnish with real flowers, stems wrapped in plastic, of fake flowers.

Crush cookies in blender or food processor for best results.