1 stick butter, melted
1 c. flour
1 c. chopped nuts
2 (7 oz.) containers Cool Whip
1 (8 oz.) pkg. cream cheese, softened
1 lg. pkg. instant chocolate pudding
2/3 c. powdered sugar
2 1/2 c. milk

STEP 1: Mix together butter, flour and nuts. Pat mixture into bottom of 9x9 inch pan. Bake at 350 degrees for 15 minutes.

STEP 2: Mix cream cheese with 1 (7 oz.) Cool Whip and powdered sugar. When Step 1 is completely cooled, pour over as second layer.

STEP 3: Slowly beat pudding with milk. Add as third layer.

STEP 4: As last layer, add remaining Cool Whip and top with nuts. Refrigerate.