CRUST:

1 c. flour
1 stick butter, melted
1 c. nuts

FILLING:

8 oz. cream cheese
1 c. powdered sugar
1 container Cool Whip
2 pkgs. instant butterscotch pudding mix
3 c. cold milk

Mix flour, butter and nuts; spread in 13x9x2 pan. Bake at 375 degrees for 15 minutes and cool.

Mix cream cheese, powdered sugar and 1 cup Cool Whip. Spread this mixture over the crust. Mix 2 packages instant butterscotch pudding with 3 cups cold milk. Whip until thick on low speed about 2 minutes. Spread over cream cheese mixture. Top with Cool Whip and nuts. Serve cold.

Try chocolate, vanilla or lemon pudding mix. All flavors are good.