1 c. flour
1/2 c. soft butter
1/4 c. chopped pecans

Mix together and spread in bottom of 9x13 inch pan. Bake 15 minutes; cool. 1 pkg. (8 oz.) cream cheese, softened 1 tsp. vanilla 1 c. powdered sugar

Mix together and spread over first three ingredients. 5 c. milk 1/2 c. chopped pecans

Combine and spread over mixture now in pan.

Spread with the remaining 1/4 of the Cool Whip Topping and garnish with chopped pecans and grated chocolate. Refrigerate for two hours.