1 lb. chocolate Oreo cookies
1 (8 oz.) cream cheese
1 c. powdered sugar
1/4 c. butter, softened
3 1/2 c. milk
1 (6 oz.) pkg. instant vanilla pudding
1 (12 oz.) container Cool Whip
18 oz. "Gummy Worms"

Crush cookies, set aside.

Blend together: cream cheese, powdered sugar and butter. Use mixer. Set aside. Beat together milk and pudding by directions on box. Fold Cool Whip into pudding. Next the cream cheese mixture and the "worms".

Into a clean foiled line flower pot, press in 1/2 of the cookie crumbs. Next pour in the mixture, then sprinkle the remaining 1/2 of crumbs on top. Place artificial flowers in the center. Great for kids party. Keep refrigerated. Pot should be 6 inches deep, 8 1/2 top.