1 1/4 c. flour
2 tbsp. sugar
1 stick butter
1/2 c. chopped walnuts

FILLING:

8 oz. pkg. cream cheese, room temp.
1 c. confectioners' sugar
1 c. Cool Whip
2 pkgs. lemon instant pudding
3 c. milk

FOR CRUST: Mix with pastry blender until blended. Stir in walnuts. Press into 9 x 13 inch pan. Bake at 350 degrees for 15 minutes or until golden brown.

FOR FILLING: Mix cream cheese and sugar. Fold in thawed Cool Whip. Refrigerate. In second bowl mix pudding with milk, refrigerate. Spread cream cheese layer over cooled crust. Spread lemon pudding over cheese layer. Top with additional Cool Whip and walnuts, if desired. Refrigerate several hours or overnight.