1 1/2 c. graham cracker crumbs
1/3 c. packed brown sugar
1/3 c. melted butter
14 oz. can sweetened condensed milk
3/4 c. water
1 (3 oz.) pkg. butterscotch pudding
3 (8 oz.) pkg. softened cream cheese
3 eggs
1 tsp. vanilla

Combine first three ingredients. Mix well. Firmly press mixture into the bottom and up the sides of a 9 inch (spring form pan). Set aside.

Combine condensed milk, water and pudding mix in a saucepan. Mix well. Cook over medium heat, stirring frequently, until thickened and bubbly. Beat cream cheese with an electric mixer until light and fluffy. Add eggs, one at a time, beating after each addition. Add pudding mixture and vanilla. Beat well. Pour into a prepared pan. Bake at 375 degrees for 50 to 55 minutes. Let cool to room temperature on a wire rack. Cover and chill 12 hours. To serve, remove from the pan and garnish with whip cream. NOTE: Use cooked pudding.