1 stick melted butter
1 c. flour
1/2 c. nuts
1 c. powdered sugar
8 oz. cream cheese
1 tsp. lemon flavoring
1 (8 oz.) container Cool Whip
2 small boxes lemon instant pudding
3 c. cold milk

Melt butter. Mix with flour and nuts. Spread into 9 x 13-inch pan.

Bake 15 minutes or until golden brown. Let cool. Cream together cream cheese, sugar and lemon flavoring. Fold in Cool Whip. Leave enough to spread on top. Spread on crust. Mix pudding and milk. Stir until thick. Spread over cream cheese mixture. Spread remaining Cool Whip. Refrigerate.