1 c. powdered sugar
1 (8 oz.) pkg. cream cheese (may use light)
1 largest size pkg. Oreo cookies
1 pkg. chocolate instant pudding
1 lg. container Cool Whip (may use light)
1/2 stick butter
3 1/2 c. milk (may use skim)

Beat the butter with the cream cheese until smooth, add powdered sugar and mix well. Mix the milk, pudding mix and the Cool Whip together, mix all of the above together. Layer the cookies, then the filling in a clean flower pot that is suitable for food. Add some candy worms in the layers. Top off with some plastic ivy or flowers. Refrigerate 4 to 5 hours or overnight until ready to serve. Serve with a plastic trowel.