15 oz. bag Oreos
3/4 c. butter
8 oz. cream cheese, softened
1 c. powdered sugar
1 med. container Cool Whip
2 boxes instant chocolate pudding
3 c. milk

Crush Oreos. Melt butter and add to the crushed cookies. Pack in the bottom of a 9x13 inch pan; leave some to use as a topping.

Mix cream cheese, powdered sugar and Cool Whip; leave some Cool Whip to cover the top.

Beat pudding and milk for 2 minutes and spread on top on crumbs in pan. Top with remaining of Cool Whip and spread remaining cookie crumbs on top to decorate. Refrigerate.