2 c. flour
1/2 lb. butter
1 c. chopped nuts
2 (8 oz.) pkg. cream cheese
1 1/2 c. powdered sugar, pack when measuring
Grated rind of 1 lemon
1 tbsp. lemon juice
1 lg. Cool Whip
2 sm. pkg. instant lemon pudding
3 1/2 c. milk

Mix flour and butter together; add nuts. Press into 9 x 13 pan. Bake at 325 degrees for 25 minutes or until light brown. Let cool.

Cream together cream cheese and sugar; add lemon rind and juice. Fold in 1/2 of Cool Whip. Spread over crust.

Make pudding according to directions for pie. Use only 3 1/2 cups milk however. Spread on cheese layer. Refrigerate a few hours, then spread on the remaining Cool Whip. Refrigerate and eat!