2 1/2 c. sugar
1 c. evaporated milk, undiluted
1/2 c. melted butter
1 (6 oz.) pkg. semi-sweet chocolate pieces
1 c. cream

Combine sugar, milk and butter in heavy saucepan. Cook over medium heat until small amount dropped in cold water forms a soft ball. Remove from heat. Add chocolate pieces and marshmallow cream, stirring until melted. If necessary, add small amount of milk to make spreading consistency.