1 lb. Oreo cookies, crushed
1/2 stick butter
8 oz. soft cream cheese
1 c. sugar
12 oz. Cool Whip
3 1/2 c. milk
2 sm. pkgs. instant vanilla pudding
8 inch flower pot
Artificial flowers

Cream butter, cream cheese and sugar. In a separate bowl beat milk and pudding until thickened. Fold Cool Whip into pudding. Blend cream cheese into Cool Whip mixture.

Layer cookies, pudding mixture, cookies, etc. with final layer of cookies. Insert flowers.