1 pkg Oreo cookies

FILLING:

8 oz. cream cheese
1 c. confectioners' sugar
1 stick softened butter
16 oz. Cool Whip
2 pkgs. instant chocolate pudding
3 c. milk

Filling: Mix together in large bowl.

In food processor, chop up package of Oreo cookies until it looks like dirt. Line a flower pot with aluminum foil. In pot, layer cookies, filling, cookies, filling, making sure top layer is cookies. Refrigerate. Stick silk flowers on top of pot before serving. Serve with a trowel.