1 c. flour
1 stick butter
1/2 c. chopped nuts

Mix altogether and press into 9 x 13 pan. Bake 15 minutes at 350 degrees; cool well.

2nd Layer:
8 oz. cream cheese
1 c. Cool Whip
1 c. sugar

Beat until smooth. Spread on first layer. Chill 15 minutes.

3rd Layer:
2 pkg. lemon (instant) pudding
3 c. milk

Whip until it thickens. Spread on second layer. Don't over beat.

4th Layer:

Spread 1 cup Cool Whip on 3rd layer. Keep cold.