2 c. walnut halves & lg. pieces
36 pkged. caramels, unwrapped
3 tbsp. butter
1/2 tsp. pure vanilla extract
2/3 c. semi-sweet or milk chocolate pieces
1 1/2 tsp. shortening

Cover baking sheets with waxed paper and arrange walnut pieces in 28 to 30 clusters, spaced at least 1 inch apart. Place caramels in top of double boiler with butter. Set over boiling water. Heat until caramels are completely melted, stirring occasionally. Remove from heat, add vanilla extract and stir until butter and vanilla are thoroughly mixed with caramel. Drop by teaspoonsful onto center of each walnut cluster, making sure that caramel touches all the walnut pieces to hold them together. Allow to cool. Melt chocolate with shortening over hot, not boiling, water. Spread over caramel on candies and allow to set before removing from waxed paper. Makes 28 to 30 turtles.