1 stick butter
1 c. flour
4 oz. chopped pecans
8 oz. cream cheese, soft
2 c. Cool Whip
1 c. confectioners' sugar
2 pkgs. Jello instant chocolate pudding mix
3 1/3 c. milk
1 lg. container Cool Whip

First Layer: Melt butter in 9 x 13 1/2 inch pan, sprinkle flour and pecans, pat gently. Bake 25 minutes at 350 degrees. Cool.

Second Layer: Mix softened cream cheese, 2 cups Cool Whip and confectioners' sugar with mixer on medium speed. Spread on first layer.

Third Layer: Mix instant pudding and 3 1/3 cup milk, beat with mixer until pudding ribbons. Spread on second layer.

To top it off, spread the large container of Cool Whip on third layer. Chill overnight, or can be made several days in advance.