1 stick butter
1 c. flour
2 tbsp. granulated sugar
8 oz. cream cheese
1 c. confectioners' sugar
1 c. Cool Whip
2 pkgs. butterscotch pudding (instant)
2 c. milk
Nuts (opt.)

Mix butter, flour, sugar and nuts (optional). Pat evenly in lightly greased 9"x13" pan. Bake at 375 degrees until lightly browned, about 10 to 12 minutes. Soften cream cheese and mix with confectioners' sugar. Fold in 1 cup Cool Whip and spread on crust. Mix pudding with 2 cups cold milk and mix as directed on package. Spread on cheese mixture. Set. Top with additional Cool Whip and nuts (optional). Keep refrigerated.