Candy Bar Fudge

1/2 cup butter
1/3 cup unsweetened cocoa powder
1/4 cup packed brown sugar
1/4 cup milk
3 1/2 cups confectioners' sugar
1 teaspoon vanilla extract
30 individually wrapped caramels, unwrapped
1 tablespoon water
2 cups salted peanuts
1/2 cup semisweet chocolate chips
1/2 cup milk chocolate chips

Grease an 8x8 inch square baking pan.

In a microwave-safe bowl, combine butter, cocoa powder, brown sugar and milk. Microwave until mixture boils. Stir in confectioners' sugar and vanilla extract. Pour into prepared pan.

In a microwave-safe bowl, microwave caramels and water until caramels melt. Stir in peanuts. Spread mixture over chocolate layer.

In a small microwave-safe bowl, combine semisweet and milk chocolate chips; microwave until melted. Spread over caramel layer. Chill for 2 hours, or until firm.

Makes 32 servings