1 stick butter
1 c. flour
3/4 c. chopped walnuts

Blend together. Press into 9x13 pan. Bake 20 minutes at 350 degrees. Cool.

FILLING:

Blend 1 (8 oz.) package of cream cheese with 1 cup of confectioners' sugar and 1 cup of Cool Whip. Mix well. Spread over cooled crust. 3 c. milk

Beat until thick. Spread over cream cheese filling. Top with Cool Whip and chopped nuts. Refrigerate 3-4 hours.