49 (14 oz. bag) caramels
3 tbsp. water
5 c. crisp rice cereal
1 c. peanuts
1 c. semi-sweet chocolate morsels
1 c. buttermilk morsels

Melt caramels with water in saucepan over low heat. Stir frequently until sauce is smooth. Pour over cereal and nuts; toss until well coated. With greased fingers, press mixture into greased 9x13 inch baking pan. Sprinkle morsels on top; place in 200 degree oven for 5 minutes or until morsels are softened. Spread morsels. Cool. Cut into bars.