1 lg. bag of Oreos
1 med. Cool Whip
1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
1/2 stick of butter
1 pkg. French vanilla pudding
1 1/2 c. milk
Gummy worms (optional)
8-inch flower pot - artificial flowers

Crush Oreos, filling and all with blender or food processor. In one bowl cream together cream cheese, sugar, and butter. In another bowl mix pudding and Cool Whip; add to cheese mixture until smooth.

Cover the bottom of an 8-inch flower pot (use cut Cool Whip lid). Layer cookie crumbs and cream cheese mixture ending with "dirt" (cookie crumbs). Put "flowers" (artificial ones) in "dirt" and poke a few gummy "worms" around edges of pot and from "dirt". Also cute with a sand pail and shovel.