1 1/2 c. flour
1 1/2 stick butter, melted
3/4 c. chopped walnuts

Melt butter in 9 x 13 inch casserole dish in oven. Mix with flour and nuts, press down with fork. Bake at 350 degrees for 20 minutes; cool.

CREAM CHEESE FILLING:

1 (8 oz.) cream cheese, softened
1 c. powdered sugar
1/2 (12 oz.) frozen whipped topping

Beat cream cheese with sugar until smooth. Fold in 6 ounce whipped topping. Spread mixture over cooled crust.

PUMPKIN FILLING:

3 c. Libby's solid pack pumpkin (29 oz. can)
1 tbsp. pumpkin pie spice
2 1/2 c. cold milk
3 (4 serving size) pkg. instant vanilla pudding

Combine pumpkin, pie spice, in mixing bowl. In another bowl, combine milk and pudding mix and beat until thickened, 1-2 minutes. Fold in pumpkin mixture and mix thoroughly. Spread over cream cheese layer. Spread remaining whipped topping over top. Sprinkle the walnuts, if desired. Cover and refrigerate overnight. Makes 16 servings. Can also be frozen.