1 1/2 c. graham cracker crumbs
1/4 c. sugar
1/3 c. melted butter

1ST LAYER:

1 (8 oz.) cream cheese
1/4 c. sugar
2 tbsp. milk
1 1/2 c. Cool Whip

2ND LAYER:

2 sm. pkg. lemon instant pudding
3 1/2 c. milk

TOPPING:

1 1/2 c. Cool Whip
Nuts

Crust: Combine crumbs, 1/4 cup sugar and butter. Press into 13 x 9 inch pan; chill 15 minutes.

1st Layer: Beat cream cheese (soft) 1/4 cup sugar and milk (2 tablespoons) until smooth. Fold in Cool Whip (1 1/2 cups). Spread over crust.

2nd Layer: Prepare pudding as directed on package using 3 1/2 cups milk. Pour over 1st layer. Chill several hours and top with 1 1/2 cups Cool Whip. Garnish with nuts.

Note: You may use chocolate pudding if desired.