Crust:

1 c. flour
1 stick butter (room temperature)
1/2 c. walnuts, crushed

Preheat oven to 350°F. Mix together. Pat in 9 x 13 pan.

Bake for 20 minutes.

1st Filling:

1 large cream cheese, softened
1 c. confectioners sugar
1/2 container Cool Whip

Cream together the sugar and cream cheese. Fold in 1 cup of Cool Whip. Very carefully spread over cooled crust.

2nd Filling:

2 boxes instant lemon pudding mix
3 c. milk
1/2 c. walnuts, chopped
1/2 container Cool Whip

Mix pudding and milk until thickened. Spread over cream cheese filling. Top with remainder of Cool Whip and walnuts. Refrigerate.