1/4 c. butter
8 oz. cream cheese
1 c. powdered sugar
3 1/2 c. milk
2 pkgs. instant chocolate pudding (sm. box)
12 oz. whipped topping
20 oz. Oreo cookies, crushed

Beat butter, cream cheese and powdered sugar together. Set aside. Mix milk and pudding. Fold in whipped topping Combine with first mixture. Crush Oreo cookies. In bottom of large flower pot, place 1/3 of Oreos, 1/2 filling, 1/3 Oreos, rest of filling and remaining Oreos on top. Plant artificial flowers and gummy worms on top.