1 c. flour
1 stick butter
1/2 c. nuts
1 c. powdered sugar
8 oz. cream cheese
1 lg. Cool Whip
2 pkg. instant chocolate pudding
3 c. milk

FIRST LAYER: Mix flour, butter, and nuts. Press into 9x12 inch pan. Bake at 350 degrees for 12-20 minutes.

SECOND LAYER: Mix together powdered sugar, softened cream cheese and half of Cool Whip. Spread on top of first layer.

THIRD LAYER: Mix pudding and milk. Spread on top of second layer.

FOURTH LAYER: Spread remaining Cool Whip and sprinkle with chopped nuts. Refrigerate.