1 stick butter
1 c. plain flour
1 c. butter brickle
8 oz. cream cheese
1 c. powdered sugar
1 c. Cool Whip
2 sm. pkg. instant butter pecan pudding
3 c. milk

Mix together butter, flour, and butter brickle; pat in 9 x 13 inch pan. Bake 20 minutes at 350 degrees. Beat cream cheese, powdered sugar and Cool Whip; pour over crust. Beat pudding and milk until thick; spread over second layer. Cover with Cool Whip and butter brickle. Keep in refrigerator.