CRUST:

1 c. flour
1 stick butter
1 c. nuts

FILLING #2:

1 (8 oz.) pkg. cream cheese
1 c. powdered sugar
1 (12 oz.) Cool Whip
2 (3 oz.) pkgs. chocolate instant pudding
3 c. milk
6 oz. chocolate chips

CRUST: Cut in together and press in pan. Bake at 350 degrees for 10 to 15 minutes and let cool.

FILLING #2: Beat cream cheese and sugar until creamy. Fold 1/2 of Cool Whip into mixture and pour over cooled crust. Prepare pudding with milk and add to pan. Top with remaining Cool Whip. Chill 2 to 3 hours before serving.