1 1/2 sticks butter
1 c. pecans, chopped
1 1/2 c. flour

Mix together and spread in a 9x13-inch pan. Bake at 350 degrees for 15 minutes. Cool.

After this has cooled completely, add the following:

FIRST LAYER: Cream 12 ounces cream cheese with 1 1/2 cups XXXX sugar. Spread over baked crust.

SECOND LAYER: 1 1/2 cups Cool Whip (9 ounces)

THIRD LAYER: 2 packages instant pudding mix made up with 3 cups milk (use either chocolate or butterscotch mix).

FOURTH LAYER: Remainder of Cool Whip.

Let set at least 24 hours.