Sex in a Pan II

⅝ cup butter, softened

1 ¼ cups all-purpose flour

1 cup confectioners sugar

1 (8 ounce) package cream cheese

1 cup frozen whipped topping, thawed

½ cup walnuts

2 (3.9 ounce) packages instant chocolate pudding mix

2 ½ cups milk

1 cup frozen whipped topping, thawed

Preheat oven to 350 degrees F (175 degrees C).

To Make Crust: Cut the butter into the flour until the mixture resembles coarse crumbs; pat mixture into the bottom of a 9x13 inch baking dish.

Bake at 350 degrees F (175 degrees C) for 15 minutes; let cool.

In a medium bowl, cream together sugar and cheese, then fold in 1 cup whipped topping. Spread over cooled crust and sprinkle with walnuts. Beat pudding and milk in a medium bowl until thick; pour over cream cheese mixture. Cover and refrigerate; when ready to serve spread 1 cup whipped topping over top.