1ST LAYER:

1 stick butter
1 c. flour
1 c. finely chopped nuts

Mix together butter, flour and nuts. Press into 9x13 inch pan.

Bake in a preheated 350°F oven for 15 minutes. Cool.

2ND LAYER:

8 oz. cream cheese
1 c. powdered sugar
1 c. cool whip

Mix together cream cheese, powdered sugar and cool whip. Carefully spread on cooled first layer.

3RD LAYER:

3 small pkg. instant chocolate pudding mix
3 c. milk

Mix pudding and milk. Spread carefully on second layer.

4TH LAYER:

Spread remaining cool whip (from container) on top and chill several hours before serving. Cover with lid or wrap.