1 stick butter
1 c. flour
1/2 c. pecans, chopped fine
1 (12 oz.) Cool Whip
1 (8 oz.) pkg. cream cheese
scant 3/4 c. sugar
2 pkg. instant lemon pudding
3 c. milk
1 1/2 c. sweetened whipped cream

First Layer: Mix together butter, flour and chopped pecans. Place in 9 x 13 pan.

Bake 20 minutes at 350°F and cool.

Second Layer: Mix together Cool Whip, cream cheese and sugar; spread over cooled crust. Chill 1 hour.

Third Layer: Beat the pudding and milk in mixer until quite thick; spread over second layer. Refrigerate overnight. Top with sweetened whipped cream when served.