Bake cupcakes according to box directions except when filling cupcake liners fill halfway with batter place cookie in liner and finish filling.

Allow to cool.

Place black candy chips in corner of zippered sandwich bag and heat in microwave for 45 seconds. Gently massage to ensure it is melted and smooth. Clip tiny piece off corner of bag to pipe.

Make a black dot in the center of each M&M to be an eye.

Gently twist apart each Oreo.

Cut each candy string into 4 equal parts.

Press each piece into icing to make 8 legs.

Pipe a little melted candy to act as glue and put top back on cookie.

Pipe a little melted candy on top to glue eyes in place.

Allow to cool and set.

Cream butter and vanilla in a large bowl

Slowly add in the powdered sugar, and milk as needed, until everything is incorporated and frosting is right consistency.

Beat for 5 minutes to make sure it is fluffy.

Ice cupcakes then decorate tops with Spiders.