1 c. flour
1/4 c. chopped nuts
2 tbsp. sugar
1 cube butter

Mix and pat into 9x13 inch pan and bake 12 minutes at 350 degrees. COOL.

FILLING:

Beat 8 ounces of softened cream cheese and 2/3 cup powdered sugar together. Add 1/2 of an 8 ounce container of Cool Whip. Spread over cooled crust.

Beat together: 1 pkg. instant lemon pudding mix 3 c. milk

Spread over second layer and top with remaining Cool Whip and chopped nuts.