1 c. butter
1/4 c. granulated sugar
1 c. flour
1 c. chopped nuts

Cream above ingredients. Spread evenly over 8x15 inch pan. Bake at 350 degrees for 15 minutes. Cool.

FIRST LAYER:

1 (8 oz.) pkg. Philadelphia cream cheese
1 c. granulated sugar
1 lg. Cool Whip

Cream the cheese and sugar. Beat until fluffy. Fold in half of the Cool Whip. Spread over cooled baked layer.

SECOND LAYER:

1 (3 oz.) pkg. chocolate instant pudding mix
1 (3 oz.) pkg. butter pecan or vanilla instant pudding mix
3 c. milk

Combine dry pudding mixes. Add milk and blend until thick. Spread over first layer, then top with remaining Cool Whip. Chill well or overnight. Cut in squares. Keeps well in the refrigerator.