1 1/2 c. flour
1 1/2 sticks butter
3/4 c. chopped pecans

Step 1: Cream together the flour and butter until it becomes crumbly mixture. Fold in nuts. Spread in an ungreased 13 x 9 x 2 inch pan. Bake 15 minutes at 350 degrees. Cool. 1 1/2 c. powdered sugar 1 1/2 c. Cool Whip

Step 2: Beat until creamy cream cheese and powdered sugar. Fold in Cool Whip. Spread on top of cooled crust. 4 1/2 c. milk

Step 3: Mix chocolate instant pudding with milk. Beat and spread on top of cream cheese mixture.

Step 4: Cover with Cool Whip (to your desired taste).

Note: If you want to make a smaller amount, use the same size pan, however, reduce the above amounts to - Step 1: 1 cup flour, 1 stick butter and 1/2 cup chopped pecans. Step 2: 8 ounce Philadelphia cream cheese, 1 cup powdered sugar and 1 cup Cool Whip. Step 3: 2 packages instant pudding and 3 cups milk. Step 4: Just estimate the Cool Whip for the topping (to your desired taste).

For different variations, substitute the chocolate pudding for vanilla pudding, lemon pudding, butterscotch pudding, blueberry pie filling, cherry pie filling, etc.

Special note: For best results - leave calories in (yum yum).