1 c. flour
1/2 c. walnuts, chopped fine
1/2 c. butter
1 c. powdered sugar
1 (8 oz.) pkg. cream cheese
1 (8 oz.) container Cool Whip
3 (3 3/4 oz.) pkg. instant lemon pudding
3 c. milk

Serves 16-18.

1st Layer: Melt butter. Pour over flour; mix thoroughly. Stir in all but 2 tablespoons of nuts. Pat mixture in bottom of 9 x 13 inch pan. Bake at 350 degrees until lightly browned (approximately 20 minutes). Set aside to cool.

2nd Layer: Cream together powdered sugar and cream cheese until blended. Add 1 cup Cool Whip. Blend and spread over baked crust.

3rd Layer: Combine milk and pudding, beat until smooth. Spread over 2nd layer.

4th Layer: Spread remainder of Cool Whip over pudding mixture, top with 2 tablespoons of nuts.