1 c. flour
1/2 c. chopped pecans
1/2 c. butter
1 c. powdered sugar
1 (8 oz.) cream cheese
Medium size Cool Whip
1 lg. box instant chocolate pudding
3 c. cold milk

Mix flour, pecans and butter. Pat into a 7x11 inch baking dish. Bake at 350 degrees for 15 minutes. Cool.

Beat powdered sugar and cream cheese until fluffy. Add 1 cup of Cool Whip. Spread on crust in thin layer. Mix the instant pudding with the milk. Beat 2 minutes and pour over cream cheese layer. Top with the rest of the Cool Whip. Chill.