3 c. sugar
1 1/2 sticks butter
1 sm. can evaporated milk (5 oz.)
12 oz. pkg. semi-sweet chocolate chips
1 tsp. vanilla
1 c. chopped nuts
1 (7 oz.) jar Kraft Marshmallow Creme

Combine sugar and cream and butter in pan on medium heat. Bring to a rolling boil and continue for 5 minutes, stir constantly. Remove from heat and add vanilla and chips, mix until chips are almost melted. Add marshmallow creme and mix well. Pour into greased 13x9 glass dish.

I don't use the nuts. I use the chocolate, peanut butter and butterscotch chips. Don't let the mixture cook more than 5 minutes, it will get too hard to pour in the dish.