CRUST:

1 1/2 c. crushed pretzels
1/4 c. sugar
1/2 c. butter, melted

FILLING:

1 (12 oz.) can sweetened condensed milk
1/2 c. water
1 (3.4 oz.) pkg. instant milk chocolate pudding and pie filling mix
4 oz. Cool Whip topping, thawed

TOPPING:

1 (21 oz.) can cherry or raspberry pie filling

Heat oven to 350 degrees. In large bowl, combine all crust ingredients; mix well. Press into ungreased 9x13 inch pan. Bake at 350 degrees for 8 minutes; cool.

In same bowl, combine condensed milk and water; blend well. Beat in pudding mix for 2 minutes. Refrigerate 5 minutes, fold in Cool Whip. Spread on cooled crust. Refrigerate until filling is firm.

Spoon fruit topping over filling. Cover; refrigerate until ready to serve.