• Preheat oven to 350 F, line a 9x13 inch pan with foil and grease well.

To make the filling:

• Melt the caramels, cream and peanut butter in a microwave safe bowl until creamy and smooth. Do this in short intervals (about 30 seconds) at med power, checking and stirring frequently to prevent burning.
  14 ounce caramels
• Set aside to cool slightly.
  1/4 cup heavy cream, 1/2 cup creamy peanut butter

To make the brownie batter:

• Melt chopped chocolate and butter in a large microwave safe bowl until smooth.
  1 cup butter, 12 ounce chocolate
• Whisk in sugar, eggs, and vanilla until incorporated (I recommend whisking the eggs in one at a time until well combined for each).
  1 1/2 cup sugar, 5 eggs, 1 tablespoon vanilla extract
• Stir in the flour and salt until just combined.
  1 1/4 cup all-purpose flour, 1/2 teaspoon salt
• Gently fold in the peanut butter cups.
  8 ounce peanut butter cups

To assemble the brownies:

• Spread about half the batter in the bottom of the prepared pan.
• Spread the cooled caramel over the brownie batter in the pan, leaving about 1/2 inch of exposed brownie batter all the way around. (If the caramel mixture is too firm, heat briefly in the microwave to loosen it a bit)
• Place the pan in the refrigerator for about 20 minutes or so to allow the caramel layer to set.
• Spread the remaining brownie batter evenly over the top of the caramel layer.
• Sprinkle the milk chocolate and peanut butter chips over the top of the brownie batter.
  1/2 cup milk chocolate chips, 1/2 cup peanut butter chips
• Bake for about 35 minutes, the top should look dry and set and the caramel may be bubbling around the edges.
• Allow the brownies to cool completely before slicing, for easier slicing chill for 1-2 hours in the refrigerator. Cut the brownies into 24 large or 48 small bars (I usually opt for the smaller bars because I like to mix and match my treats)