1/2 c. butter
1/2 c. pecans, chopped
2 tbsp. sugar
1 c. flour

Mix and put in 9x13 pan. Bake at 375 degrees in preheated oven for 15 minutes.

8 oz. cream cheese, softened
1 c. Cool Whip (from 12-oz. size container)
1 c. powdered sugar

Mix and spread on baked crust while still warm. Refrigerate 15 minutes.

3 c. milk
2 (3 oz.) pkgs. jello instant pudding (chocolate or butterscotch)

Mix and pour over crust and cream cheese layer. Let set a few minutes, then add remaining Cool Whip and garnish with pecans. Keep refrigerated until ready to serve. Serves 14-16.