1 c. powdered sugar
20 oz. pkg. Oreo cookies
8 oz. cream cheese
1/2 stick butter
2 sm. boxes instant vanilla pudding
3 1/2 c. milk
12 oz. Cool Whip, thawed
1 pkg. Gummi Worms (optional)

Before hand: Freeze Oreo cookies at least 12 hours. Grind frozen Oreos in blender or food processor and set aside (this is the dirt).

Mix to creamy substance and set aside: 8 ounces cream cheese, 1/2 stick butter, and 1 cup powdered sugar.

In another bowl: 2 boxes instant vanilla pudding and 3 1/2 cups milk; fold in thawed 12 ounces Cool Whip. Combine cream cheese mix and pudding mix. In a clean plastic flower pot lined with foil, put about 1/3 of dirt mixture, then all of cheese and pudding. (If you want gummi worms in, wet them with water and roll in dirt and then place in cheese and pudding mix. Fill the rest of the flower pot with remaining dirt and put fake flowers in. Refrigerate before serving.