1/4 c. softened butter
8 oz. cream cheese, soft
1 c. powdered sugar
3 1/2 c. milk
2 sm. pkg. vanilla instant pudding
1 lb. pkg. Oreos, crushed
12 oz. Cool Whip
Large flower pot
Artificial flowers
Gummy worms

Blend together butter, cream cheese and powdered sugar. Mix together milk and pudding and mix into cream cheese mixture. When smooth and blended well. Fold in Cool Whip.

Put a layer of crushed Oreos in the flower pot and top with a layer of filling. Alternate layers ending with crushed Oreos. Refrigerate for 4 hours. Insert artificial flowers in pot before serving. Garnish with gummy worms. Use hand spade for serving.