1 1/2 sticks butter, softened
1 1/2 c. flour
1/2 c. chopped nuts
8 oz. cream cheese, softened
1 c. confectioners' sugar
2 c. Cool Whip
1 c. Cool Whip
2 pkgs. instant chocolate pudding mix
3 c. milk
Nuts for garnish

Blend together with a fork the butter, flour and 1/2 cup chopped nuts. Press into 9 x 13 inch pan. Bake at 350 degrees for 25 to 30 minutes. Beat together until light the cream cheese and 1 cup confectioners' sugar; fold in 1 cup Cool Whip; spread on crust.

Make chocolate pudding according to directions using 3 cups milk. Spread over Cool Whip layer. Cover top with 2 cups Cool Whip. Garnish with a sprinkle of chopped nuts, if desired. Chill thoroughly before serving.