CRUST:

1 1/2 sticks soft butter
1 1/2 c. flour
3/4 c. crushed nuts

FILLING:

8 oz. cream cheese, softened
1 c. powdered sugar
1 lg. container Cool Whip
2 pkgs. instant lemon pudding
3 c. milk
1-2 tsp. lemon juice
Chopped nuts

Mix butter, flour and crushed nuts as for pie crust. Press in 9"x13" pan. Bake at 350 degrees for 15 to 20 minutes. Do not burn. Cool.

Beat cream cheese, sugar and fold in 1 cup Cool Whip. Spread over cooled crust. Mix 2 packages pudding with milk until thick. (You may add 1 to 2 teaspoons lemon juice.) Spread over cream cheese mixture. Spread rest of Cool Whip over the top and sprinkle with chopped nuts. Refrigerate overnight. You may substitute chocolate pudding.