CRUST:

1 c. flour
1 stick butter (softened)
1/2 c. chopped nuts
2 tbsp. powdered sugar

Pat into 13x9 baking dish. Bake 350 for 30 minutes. COOL.

2ND LAYER:

8 oz. cream cheese (softened)
1 c. powdered sugar
1 c. Cool Whip

Note: But 1 large container of Cool Whip. Remainder will go on top.

Cream together cheese and powdered sugar. Mix in Cool Whip and spread mixture evenly in pan.

3RD LAYER:

2 boxes chocolate instant pudding
3 c. cold milk

Mix until thick and spread in pan.

4TH LAYER:

Cover with remaining Cool Whip and garnish with chopped nuts. Refrigerate four (4) hours before serving.