1 c. flour
1/2 c. butter

Blend and pat into pan. Bake 20 minutes at 325 degrees in 9 x 13 inch pan. Cream 8 ounce cream cheese and 1 cup powdered sugar and 1/2 of a 9 ounce tub of Cool Whip. Spread over crust.

Mix 1 large or 2 small packages instant butterscotch pudding with 3 cups milk. (This sets up fast - so watch it.) Spread over cheese mixture. Let set until firm. Top with rest of Cool Whip and fine chopped nuts. Note: You may use lemon, chocolate, etc.