1 pkg. (14 oz.) caramels, about 48
1/3 c. water
2 c. all-purpose flour
2 c. quick-cooking oats
1 c. packed brown sugar
1 c. butter, melted
1/2 tsp. baking soda
1/4 tsp. salt
1 pkg. semi-sweet chocolate chips

Heat caramels and water over low heat, stirring frequently until caramels are melted and mixture is smooth. Heat oven to 350 degrees. Mix flour, oats, brown sugar, butter, baking soda and salt. Reserve 1 cup mixture for topping. Press remaining mixture in ungreased baking pan, 13 x 9 x 2 inches. Bake 10 minutes.

Sprinkle baked layer with chocolate chips, drizzle with caramel mixture, sprinkle with reserved crumbly mixture. Bake until light brown, about 15 minutes. Cool slightly, cut into bars, 2 x 1 inch. 4 dozen bars.

Microwave Tip: Place caramels and water in 4 cup glass measure. Microwave uncovered on high (100%) 2 minutes. Stir, microwave until caramels can be stirred smooth, 1 to 2 minutes longer.