1 lg. bag Oreo cookies, frozen
8 oz. cream cheese
1/2 stick butter, at room temperature
1 c. powdered sugar
2 boxes instant vanilla pudding
3 c. milk
1/2 tsp. vanilla
1 (12 oz.) bowl Cool Whip

Crush Oreos in blender (5 at a time) until fine. Mix together cream cheese, butter, and powdered sugar. Mix together pudding, milk, vanilla, and Cool Whip. Mix cream cheese mixture and pudding mixture. Alternate in 8-inch flower pot or a child's large sand pail, the layers of mixtures; adding a few gummy worms. The top layer should be Oreos. Decorate the flower pot with artificial flowers and a sand shovel for serving.

Fun for kids.