20 oz. pkg. Oreo cookies
8 oz. cream cheese
1 c. confectioners' sugar
1/4 c. butter
1 (8 oz.) container Cool Whip
3 1/2 c. milk
2 (3 1/2 oz.) pkgs. French vanilla instant pudding

Crush Oreos in blender or food processor. Cream together the butter, confectioners' sugar and cream cheese. Beat until smooth. In another bowl beat milk and pudding until thick. Fold in Cool Whip. Combine two mixtures together. Line large flower pot with foil and place 1/3 Oreo crumbs on bottom. Layer mixture and crumbs, ending with crumbs on top. Decorate with flowers. (Gummy worms optional).