1 lg. pkg. Oreo cookies
12 oz. container Cool Whip
8 oz. cream cheese (softened)
1 c. powdered sugar
1 stick butter (softened)
2 c. milk
3 oz. box French vanilla pudding
1 tsp. vanilla

Crush completely Oreo's and place half in bottom of a flower pot. Save the rest for the top. Use a mixer to blend Cool Whip, cream cheese, powdered sugar and butter.

In a bowl, combine pudding, milk and vanilla. Beat this mixture until it is the consistency of pudding. Combine and pour over layer of crushed Oreo's. Sprinkle remaining Oreo's on top. Refrigerate until served.

Can be decorate with fake flowers. Gummy worms can be mixed in a for a fun effect. A fun dish to serve. Watch their faces!