Use a 9"x13" pan.

1ST LAYER:

1/2 c. ground nuts
1 c. flour
1 stick soft butter

Mix together and pat into pan. Bake at 350 degrees for 15 minutes. Cool.

2ND LAYER:

1 (8 oz.) pkg. cream cheese, softened
1 c. Cool Whip
1 c. powdered sugar

Mix together and put on top of first layer.

3RD LAYER:

2 sm. boxes instant chocolate pudding
3 c. milk

Mix well and put on top of second layer. Spread the remaining Cool Whip on top and sprinkle with nuts. Can also substitute lemon pudding for the chocolate pudding.