FIRST LAYER:

2 sticks butter
2 c. all purpose flour
1 c. chopped pecans

SECOND LAYER:

8 oz. cream cheese, softened
2 c. 10x confectioners' sugar
8 oz. Cool Whip

THIRD LAYER:

4 1/2 c. milk
3 (3.5-4 oz) pkgs. instant chocolate pudding

FOURTH LAYER:

8 oz. Cool Whip

Mix butter, flour and pecans to form crust. Put in 13 x 9 inch pan (bottom only). Bake at 375 degrees for 15 minutes or until brown. Take out let cool. Mix cream cheese, confectioners' sugar and Cool Whip until smooth, spread over crust. Mix milk and pudding, spread over cream cheese mixture. Spread Cool Whip over top and sprinkle with pecans. Makes approximately 15 servings.