1 c. flour
1 stick butter
2 tbsp. sugar
1/4 c. nutmeats
8 oz. cream cheese
2/3 c. powdered sugar
1/2 lg. Cool Whip
2 pkgs. chocolate instant pudding
3 c. milk

Mix flour, butter, sugar and nuts together. Press into 9x13 pan. Bake 15 minutes at 350 degrees.

Cream powdered sugar, cream cheese. Blend in Cool Whip. Spread over baked cooled crust.

Mix pudding with milk. Spread over cream mixture. Let pudding set. Top with other half of Cool Whip and refrigerate.