1/2 c. butter, softened
1 (8 oz.) pkg. cream cheese, softened
1/2 to 1 c. powdered sugar
3 1/2 c. milk
2 (3 1/2 oz.) pkgs. instant vanilla pudding
12 oz. frozen whipped topping, partially thawed
10 (3 inch) clay flower pots
1 (20 oz.) pkg. of Oreos
10 artificial flowers
10 gummy worms

Mix butter, cream cheese and sugar with mixer. In second bowl, mix milk and pudding. Add whipped topping to pudding mix; combining the 2 mixtures. Cover the bottom of each flower pot with foil or plastic wrap. Crush the Oreos in a food processor until they become fine crumbs.

Layer crumbs and pudding mixture in the flower pot ending with Oreo crumbs (several layers). Cover with plastic wrap and refrigerate 1 to 3 hours. Serve with flowers and gummy worms planted on top.