1 1/2 c. flour
1 1/2 sticks butter
1/2 c. chopped pecans
1 (12 oz.) Cool Whip
1 c. powdered sugar
8 oz. cream cheese
2 sm. pkg. butterscotch instant pudding
3 c. milk

Mix flour, melted butter and pecans. Spread mixture in 13 x 9 inch glass baking dish. Bake at 400 degrees for 15 minutes.

Mix 1/2 (6 ounce) Cool Whip, 1 cup powdered sugar and cream cheese together and spread on top of cooled first layer.

Mix pudding mix and milk together and spread on top of second layer. Spread remaining Cool Whip on top of third layer and sprinkle with chopped nuts. Chill and serve.