1 stick butter
1 c. plain flour
1 c. chopped nuts
1 c. powdered sugar
1 (8 oz.) cream cheese
1 large or 2 small Cool Whip
2 small pkg. instant chocolate pudding
3 c. milk
chopped nuts (garnish)

Mix together butter, flour and nuts. Press into Pyrex dish.

Bake 10 to 15 minutes at 350°F. Cool.

For second layer, mix powdered sugar, cream cheese and half of Cool Whip. Spread on cooled crust.

For third layer, mix chocolate pudding and milk. Spread over second layer. Top with remaining half of Cool Whip and sprinkle with nuts.