1/2 lb. butter
1 c. all-purpose flour
1/2 c. chopped pecans
1 (8 oz.) pkg. cream cheese
1 (16 oz.) container Cool Whip
1 c. confectioners' sugar
2 sm. or 1 lg. pkg. lemon instant pudding
2 c. cold milk

Melt butter and add flour and pecans. Press into 9 x 13 inch baking dish. Bake at 350 degrees for 20 minutes. Remove from oven and cool. Mix cream cheese, 1 cup of Cool Whip and 1 cup sugar. Beat with mixer until well blended. Spread on crust mixture.

Mix pudding and milk with mixer until it starts to thicken. Pour over cream cheese mixture. Top with remaining Cool Whip and sprinkle with chopped nuts. (Best if each layer is allowed to chill.) Chill for 2 hours before serving. Approximately 15 servings.