1 white cake mix
2 (8 oz) packages cream cheese
1 cup confectioners sugar
1 (8 oz) container cool whip
2 small packages instant butter pecan pudding
3 cups milk

bake cake in a 11″x13″ pan. let cool. beat cream cheese and sugar together. add 3/4 cup cool whip. beat well. spread on cooled cake. mix pudding with milk. let thicken. spread on top. top with remaining cool whip. keep refrigerated.