1/2 c. butter, softened
1 (8 oz.) pkg. cream cheese, softened
1/2 to 1 c. powdered sugar, sifted
3 1/2 c. milk
2 (3 1/2 oz.) pkgs. instant vanilla pudding (other flavors may be used)
12 oz. frozen whipped topping, partially thawed
1 (7 inch) flower pot, or 10 sm. flower pots
1 (20 oz.) pkg. Oreos, crushed
Silk, plastic or real flowers for garnish
Gummy worms for garnish (optional)
Garden trowel for serving (optional)

In a medium size bowl, mix butter, cream cheese and sugar with a mixer. In a second medium bowl, mix the milk and pudding. Add the whipped topping to the pudding mixture; combine the two mixtures. Cover the bottom of each flower pot with a plastic lid, a piece of foil or a piece of plastic wrap. Start layering the cookie crumbs and the creamy mixture, making several layers of each, ending with Oreos on top. Cover with plastic wrap and refrigerate several hours. Before serving, plant the flowers and lay the gummy worms on the dirt, if desired. To serve, use a clean garden trowel or spoon. Serves 8 to 10.

COOKS NOTES: If using a plastic flower pot, be sure to wash with soapy water. If using a clay pot, rinse with clear water and wipe dry (soap will absorb into the clay and the flavor will remain. To sterilize the clay pot, place it in a 350 degree oven for 20 minutes. When using fresh flowers, wrap the stems in plastic wrap before placing them in the cake.

Using long-stemmed flowers will make the cake all the more impressive when serving.

Scrape the centers of the Oreos before crushing. That makes the crumbs finer, and keeps the white particles from showing in the dirt. Or you can use a blender instead of a rolling pin to crush the cookie; the white centers disappear.

A few gummy worms in the dirt are thought great treats at children's parties.

For the beach party look, use vanilla wafers in place of the Oreos and place in a plastic sand bucket with a plastic shovel for serving.

Vanilla pudding with vanilla pudding.

Chocolate pudding with Oreos.