Layer 1:

1/2 c. nuts, (pecans or walnuts)
1 1/4 c. flour
3/4 c. butter, melted

Mix flour, melted butter, and nuts until blended. Spread and press mixture in a 9 1/2 x 13 inch pan and bake at 350°F for 20 minutes. Cool completely.

Layer 2:

8 oz. cream cheese
1 c. powdered sugar
1 small container cool whip

Cream all ingredients together and spread on cooled crust. Chill while preparing filling.

Layer 3:

4 boxes lemon instant pudding
5 c. milk
Cool Whip
chopped nuts

Mix milk and pudding mix until thick and spread on top of cream cheese layer.

Cover with cool whip for fourth layer. Sprinkle with nuts.