1ST LAYER:

1 1/2 c. flour
1 stick butter, melted
1 c. walnuts

Mix above ingredients together, press evenly on the bottom of a 9"x13" pan. Bake at 400 degrees until light brown, 10 to 15 minutes. Cool to touch.

2ND LAYER:

16 oz. cream cheese
1 1/2 c. confectioners' sugar

Mix until creamy and spread over 1st Layer. Chill.

3RD LAYER:

2 pkgs. Jello instant pudding

Mix pudding as directed except omit 1 cup milk. Spread over 2nd Layer. Chill.

TOPPING:

1 (8 oz.) container Cool Whip

Spread over 3rd Layer and decorate with walnut halves. Chill thoroughly before serving.