Dirt Cake III

1 (20 ounce) package chocolate sandwich cookies

½ cup butter, melted

2 (3.5 ounce) packages instant vanilla pudding mix

3 cups milk

1 (8 ounce) package cream cheese

1 (8 ounce) container frozen whipped topping, thawed

Using a blender or food processor, crush 2/3 of the cookies. Stir in the melted butter, then press into a 9x13 inch baking pan.

In a medium bowl, stir together instant pudding and milk. chill in freezer until thickened. Using an electric mixer, beat the cream cheese into the pudding. Fold the dessert topping into the pudding mixture by hand.

Spread over the prepared crust. Crush the remaining cookies in the blender, and sprinkle over the top of the pudding layer. chill for at least 4 hours or until serving time.