1/2 c. broken walnuts
1 stick butter, melted
1 1/2 c. flour
2 c. Cool Whip
1 c. confectioners' sugar
2 pkgs. instant chocolate fudge pudding
3 c. milk
8 oz. cream cheese

1ST LAYER: Mix flour, butter and nuts together. Press into 13"x9" pan. Brown in 350 degree oven and cool completely.

2ND LAYER: Mix cream cheese, Cool Whip and sugar and spread over crust.

3RD LAYER: Beat instant pudding with milk 2 to 3 minutes on low speed. Spread over 2nd layer.

4TH LAYER: Cover completely with Cool Whip, garnish with nuts. Keep in refrigerator.