1 stick butter
1 c. flour
1/2 c. pecans
1 lg. bowl Cool Whip
3 c. milk
1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
2 pkgs. chocolate pudding mix (or your own homemade pudding)

1st Layer: Mix butter, flour and pecans. Press into bottom of oblong pan and bake at 350 degrees until light brown (10 minutes).

2nd Layer: Use 1 cup from large bowl of Cool Whip. Mix Cool Whip with 8 ounce of cream cheese and 1 cup powdered sugar. Cream together and pour over cooled first Layer.

3rd Layer: Mix 2 small packages chocolate instant pudding and 3 cups milk. Beat until thick and creamy. Pour over 2nd layer.

4th Layer: Put remainder of Cool Whip over 3rd layer and let chill.