1/2 c. butter
1 c. plain flour
3/4 c. pecans, divided
8 oz. cream cheese
1 c. powdered sugar
3 c. Cool Whip
Chocolate pudding (use recipe below or 2 sm. boxes pudding mix and follow directions)

Cut butter into flour until mixture resembles coarse cornmeal. Stir in 1/2 cup pecans. Press into 13 x 9 x 2 inch baking pan. Bake at 350 degrees for 15-20 minutes. Cool.

Combine cream cheese and powdered sugar and beat until fluffy. Fold in half of Cool Whip. Spread cream cheese mixture over baked crust. Spread remaining Cool Whip over pudding. Sprinkle with remaining 1/4 cup nuts. Chill thoroughly.

CHOCOLATE PUDDING:

3/4 c. cocoa
2 c. sugar
1/2 c. cornstarch
1/2 tsp. salt
4 1/2 c. milk
4 tbsp. butter (1/4 c.)
2 tsp. vanilla

Combine cocoa, sugar, cornstarch, and salt. Gradually add milk. Cook over medium heat, stirring until filling boils for 1 minute. Remove from heat. Add butter and vanilla. Allow to cool about 15 minutes. Use as pudding in recipe above, or pour into 2 baked or crumb pie shells. Cover with plastic wrap. Serve with whipped cream.