1/2 c. butter
1 (6 oz.) pkg. semi-sweet chocolate pieces
1 tsp. vanilla
2 c. sugar
1 (5 3/4 oz.) can evaporated milk
10 lg. marshmallows OR 1 sm. jar marshmallow cream
1 c. chopped nuts

Combine butter, chocolate pieces and vanilla in medium bowl. Set aside.

Place sugar, evaporated milk and marshmallows in medium saucepan. Bring to boil over medium heat, stirring frequently. Reduce heat to low and cook 6 minutes, stirring constantly.

Pour hot mixture over ingredients in bowl. Beat with electric mixer until fudge is thick and dull. (This doesn't take long.) Stir in nuts.