1 c. flour
1 stick softened butter
2 (3 3/4 oz.) pkgs. chocolate pudding, instant
3 c. milk
1 (12 oz.) Cool Whip
1 (8 oz.) cream cheese, softened
1 c. powdered sugar

Mix together flour and butter. Press into 9x13 pan. Bake 15 minutes at 350 degrees; cool. Blend 1/2 of Cool Whip, sugar, and cream cheese and spread over crust. Refrigerate 1 hour. Mix pudding and milk. Spread over mixture and refrigerate several hours. Cover with remaining Cool Whip.