1 c. flour
1/2 c. butter
1/2 c. chopped nuts
8 oz. cream cheese
1 c. powdered sugar
lg. tub Cool Whip
2 sm. pkgs. instant chocolate pudding
3 c. milk

Mix flour, butter, nuts. Put into 9 x 13 inch pan. Bake 10 to 12 minutes at 375 degrees. Let cool.

Blend cream cheese, powdered sugar and Cool Whip together until smooth; then chill.

Mix pudding and milk and spread over crust. Top with more Cool Whip and nuts.