CRUST:

1 stick butter
1 c. flour
1/2 c. nuts or peanuts, chopped fine

Mix together. Pat into 9x13 inch pan. Bake at 350 degrees for 15 minutes. Let cool.

STEP 2:
8 oz. cream cheese
1 c. Cool Whip
1 c. powdered sugar

Mix well and spread over crust.

FILLING:

2 sm. pkg. instant pudding
3 c. milk

Beat just as you would for pudding. Spread over the second layer. Top with a layer of Cool Whip. Chill.