1  Large pkg of Oreo cookies

1  Pkg of Philadelphia cream cheese

2  Small boxes of vanilla instant pudding

3 ½ Cups of milk

1 Small tub of cool whip (thawed) 

2 Tbs of butter


Crush Oreo’s in a large baggie.

In a large bowl mix together cream cheese

and vanilla pudding. Slowly add milk to

mixture with electric mixer until mixture

becomes semi thick.  Set aside.


In a small bowl add butter and melt in

microwave. Add all but 1/3 cup of crushed

cookies in bowl with melted butter. Mix

together and place in a 9x13 pan. Pour

pudding mixture on top of cookies. Spread

cool whip on top of pudding. Sprinkle

remaining cookies on top.  Refrigerate.