Candy Bar Fudge

1/2 C. butter or margarine

1/3 C. baking cocoa

1/4 C. packed brown sugar

1/4 C. milk

3-1/2 C. confectioners' sugar

1 t. vanilla extract

30 caramels, unwrapped

1 T. water

2 C. salted peanuts

1/2 C. semisweet chocolate chips

1/2 C. milk chocolate chips

In a microwave-safe bowl, combine the butter, cocoa, brown sugar and milk.

Microwave on high until mixture boils, about 3 minutes. Stir in confectioners' sugar and vanilla. Pour into a greased 8-in. square baking pan.

In another microwave safe bowl, heat caramels and water on high for 2 minutes or until melted. Stir in peanuts; spread over chocolate layer.

Microwave chocolate chips on high for 1 minute or until melted. Spread over caramel layer.

Chill until firm then serve.