2 sticks butter
2 c. flour
1 c. chopped pecans
1 c. powdered sugar
1 (8 oz.) Philadelphia cream cheese
1 lg. Cool Whip
2 sm. pkgs. chocolate pudding
3 c. milk

Can use instant, if in a hurry, but better if not.

Mix well butter and flour and press into 9"x12" pan. Bake 5 minutes at 400 degrees. Let cool completely.

Mix 1 cup powdered sugar and cream cheese and 1 cup Cool Whip; spread on cooled crust. Cook chocolate pudding mix in milk until thick; spread on above. Spread on balance of Cool Whip and sprinkle on nuts.