1 1/2 c. flour
1 1/2 cubes butter, softened
1/2 c. walnuts

Mix together and press in a 10x13" pan. Bake 15 minutes at 325 degrees until golden brown. Cool for about 1 hour.

8 oz. cream cheese
1 c. powdered sugar

Spread over crust layer that has been cooled.

2 (3 oz.) boxes instant pudding (any flavor)
3 c. milk

Spread over cream cheese layer.

1 container Cool Whip

Spread over pudding layer. Sprinkle with chopped walnuts.