1/2 c. butter
1/4 c. brown sugar
1 c. flour
1/2 c. chopped nuts
1 (3 1/8 oz.) pkg. vanilla pudding mix (not instant)
1/3 c. cocoa
1/3 c. Nestle's Quik
1 tbsp. cornstarch
3 c. milk
Cool Whip

Combine butter, brown sugar, flour and nuts. Mix with hand until you have a soft dough. Press into bottom of 9 x 13 pan. Bake 12 to 15 minutes at 375 degrees. Remove from oven and stir with a fork immediately until fine crumbs. Put back in bottom of 9 x 13 pan.

Combine pudding mix, cocoa, Quik and cornstarch in small bowl. Put milk in saucepan and heat. Add the dry ingredients. Heat to boiling and cook as directed on package. Pour immediately on crumbs. Cover with wax paper and cool. Peel off was paper and top with Cool Whip.