1ST LAYER:

1/2 c. nuts, finely chopped
1 1/2 c. flour
3/4 c. butter

2ND LAYER:

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

3RD LAYER:

1 lg. pkg. lemon instant pudding
2 1/2 c. milk

1ST LAYER: Mix until crumbly, press in 8 x 11 inch pan. Bake at 300 degrees 15 to 20 minutes.

2ND LAYER: Mix cream cheese and powdered sugar until smooth, fold in Cool Whip. Spread over cooled first layer.

3RD LAYER: Mix pudding and milk, pour on top of 2nd layer when hardened.

4TH LAYER: Spread 1/2 cup of Cool Whip over top and sprinkle with nuts.