1 c. flour
1/2 c. butter (melted)
1/4 c. sugar
1/2 c. ground nuts

Mix these ingredients and pat into 9 x 13 1/2 inch pan. Bake at 350 degrees until light brown. Let cool.

2ND LAYER:

8 oz. Philadelphia cream cheese
1 c. powdered sugar
1 c. Cool Whip

Mix well and spread as second layer.

3RD LAYER:

2 pkgs. lemon (or chocolate) instant pudding
3 c. milk

Put pudding into bowl of milk and mix thoroughly. Add as third layer.

4TH LAYER:

Spread remainder of 9 oz. container of Cool Whip on top. Cherries or grated chocolate may be used on top if desired. Store in refrigerator until ready to serve.