1/2 c. butter
1 c. flour
1/2 c. crushed walnuts
2 tbsp. powdered sugar

1 (8 oz.) pkg. cream cheese
3/4 c. sugar
1 lg. container Cool Whip

2 pkg. pistachio pudding
2 c. milk

Mix first 4 ingredients and spread in spring form pan and bake 15 minutes at 325 degrees, then cool.

Blend next 2 ingredients well, then add 1/2 of large container Cool Whip. spread this over cooled base.

Blend pistachio pudding packages with milk. Spread mixture over cream cheese layer. Top with remaining Cool Whip. Sprinkle with nuts if liked or decorate with cherries.