1/2 stick soft butter
1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
3 1/2 c. milk
2 (3 1/2 oz.) pkgs. instant vanilla pudding
12 oz. Cool Whip
1 (20 oz.) pkg. Oreo cookies, crushed in blender
Gummi worms

EQUIPMENT:

8 oz. flower pot
Silk flowers
Trowel

Cream butter, cream cheese and powdered sugar together in small bowl. In large bowl, mix milk, pudding and Cool Whip. When pudding thickens, combine butter, cream cheese and sugar with milk, pudding and Cool Whip.

In the flower pot, add Gummi worms as you layer 1/3 cookies, 1/2 filling, 1/3 cookies, 1/2 filling and 1/3 cookies. Refrigerate overnight. Add silk flowers for decoration.