1 stick butter
1 c. crushed nuts (walnuts)
1 c. flour
1 c. 10x sugar
1 (8 oz.) cream cheese, softened
2 (3 oz.) instant chocolate pudding
2 (8 oz.) Cool Whip
Cherries (maraschino)
3 c. milk

Mix butter (softened), nuts and flour in a ball. Spread on bottom and up sides a little of a 9 x 13 inch pan that has been sprayed with Pam. Bake at 350 degrees for 20 minutes. Cool.

Mix together sugar and cream cheese. Spread over cooled crust. Prepare pudding using 3 cups of milk. Spread over cream cheese mixture. Top with Cool Whip. Dot with cherries. Chill.