1 stick butter
1 c. flour
1/2 c. nuts

Mix well and press into 9x13 pan and bake for 15 minute at 350 degrees. Cool.

2ND LAYER:

8-10 oz. Cool Whip
8 oz. cream cheese
1 c. powdered sugar

Soften cream cheese then mix with powdered sugar until fluffy. Fold in Cool Whip and spread on crust.

3RD LAYER:

Mix 2 packages instant pudding and 3 cups milk. Pour over 2nd layer. Top with a thin layer of Cool Whip. Refrigerate.