13 x 9 inch pan
2 sticks melted butter
2 c. flour

Mix butter and flour, it will form ball. Press into bottom of pan. Bake 15 minutes at 350 degrees. Cool in refrigerator for 15 minutes. 2 c. powdered sugar 2 c. Cool Whip (1, 16 oz. Cool Whip) 8 c. milk 6 pkg. instant lemon pudding

Mix cream cheese, powdered sugar and Cool Whip. Electric mixer until blended. Spread over cooled crust. Chill for 15 minutes in refrigerator. Mix pudding and milk. Pour over 2nd layer. Top with remaining Cool Whip.