1 1/4 c. flour
1/2 c. crushed walnuts
1/2 c. softened butter

Spread this mixture on the bottom of a 9"x13" pan. Bake in a 350 degree oven for 15 minutes and cool.

Combine 1 cup powdered sugar, 1 cup Cool Whip and 8 ounces cream cheese and spread this over the crust.

Cook 1 package of butterscotch pudding and 1 package of coconut cream pudding with 3 cups of milk. (Cook both puddings combined.) Let cool and then pour over the Cool Whip mixture. Let this stand and harden. Top with Cool Whip and sprinkle with chopped walnuts.