1/2 c. butter
1 c. flour
1 c. chopped pecans
8 oz. softened cream cheese
1 c. powdered sugar
1 c. Cool Whip
1 lg. box instant pudding (chocolate or vanilla)
3 c. milk

Press first 3 ingredients into a 9x13 inch pan. Bake at 350 degrees for 30 minutes. Cool completely.

Mix together the cream cheese, powdered sugar and 1 cup Cool Whip. Put on top of crust.

Mix pudding with milk and pour over top. Then top pudding with Cool Whip. Chill until set.