1ST LAYER:

1 c. flour
1 stick butter, melted
2 tbsp. sugar
1 c. nuts, chopped

Mix well and spread in 9 x13 inch pan. Bake at 350 degrees for 15 minutes, or slightly brown. Let cool.

2ND LAYER:

1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
1 c. Cool Whip

Mix well and spread on cool crust.

3RD LAYER:

2 pkgs. instant butterscotch pudding

Mix well with 3 cups milk. Let thicken and spread on last layer.

4TH LAYER:

Spread rest of Cool Whip over last layer and cover with 1 1/2 cups coconut. Chill overnight.