1 c. flour
1 c. chopped nuts
1 stick butter
1 (8 oz.) pkg. cream cheese, softened
1 c. powdered sugar
16 oz. Cool Whip, divided
3 c. milk
2 (3 1/2 oz.) pkg. instant chocolate pudding

Preheat oven to 350 degrees. In a medium bowl, combine flour, nuts and butter. Mix thoroughly and press in bottom of a greased 9x13 inch pan. Bake for 20 minutes. Cool.

In a medium bowl with electric mixer, combine cream cheese, powdered sugar and 8 oz. Cool Whip. Beat until well blended and spread over cooled nut layer. Refrigerate.

In a large bowl with electric mixer, combine milk and pudding mix. Beat 3 minutes at low speed until thickened and glossy. Spread evenly over cream cheese layer. Refrigerate until pudding is set. Spread 8 oz. Cool Whip evenly over chocolate layer and refrigerate until serving time. OPTIONAL: Garnish top with chopped nuts. 20-24 servings.