2 c. flour
2 sticks butter
1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
1 tsp. vanilla
1 1/2 c. Cool Whip
2 (3 3/4 oz.) pkg. instant lemon pudding
3 c. milk

Combine flour and butter. Pat with a fork into a 9"x13" pan. Bake at 350 degrees for 15 minutes. Cool completely. Combine cream cheese, vanilla, powdered sugar and Cool Whip; spread mixture over cooled crust. Combine instant lemon pudding and milk. Beat well. Spread over cream cheese layer. Top with Cool Whip.