CRUST:

1/2 c. flour
1 1/2 sticks butter
1/2 c. pecans, chopped

Cut butter into flour with pastry blender. Mixture will be crumbly. Add pecans. Press into 13 x 9 x 2-inch pan. Bake at 350 degrees for 15 minutes or until light brown. Let cool completely.

1ST LAYER:

1 c. sugar
2 c. Cool Whip
1 (8 oz.) pkg. cream cheese

Beat together and spread over cooled crust.

2ND LAYER:

2 pkgs. instant chocolate pudding
3 c. milk

Mix and spread over cream cheese mixture.

3RD LAYER:

2 c. Cool Whip
Pecans

Spread Cool Whip over pudding. Sprinkle some pecans on top. Refrigerate.