1/2 stick butter
1 c. powdered sugar
1 (8 oz.) cream cheese
2 (3 1/2 oz.) pkg. vanilla instant pudding
3 1/2 c. milk
1 (12 oz.) Cool Whip
1 (20 oz.) pkg. Oreo cookies, crushed in blender until they resemble potting soil
18 inch plastic flower pot

Cream butter, cream cheese and powdered sugar in mixing bowl. Mix milk, pudding and Cool Whip and combine with above mixture. Put 1/3 of cookies in bottom of flower pot. Add a layer of the filling mixture. Add another 1/3 of the cookies, then the remaining filling mixture. Top off with the last 1/3 of the cookies. Refrigerate overnight. Decorate to your liking with plastic or silk flowers. You can poke a few gummy worms in the dirt.