1 c. flour
1 c. chopped nuts
1 stick butter, softened
1 (8 oz.) cream cheese
1 c. confectioners' sugar
2 (8 oz.) cartons Cool Whip
3 c. milk
2 (3 1/2 oz.) pkg. instant chocolate pudding

Combine flour, nuts and butter and mix thoroughly. Press on bottom of greased 9 x 13 inch pan. Bake at 350 degrees for 20 minutes then let cool.

Combine cream cheese, powdered sugar and one carton Cool Whip. Beat until smooth and spread over cooled crust. Combine milk and chocolate pudding. Beat 3 minutes and spread over cream cheese layer. Spread remaining Cool Whip on top. Keep refrigerated.