2 sticks softened butter
2/3 c. packed brown sugar
1 1/2 c. plus 2 tbsp. all-purpose flour (divided)
1 (6 oz.) Nestles Toll House semi-sweet chocolate morsels
1 1/2 c. quick oats
1 c. walnuts

FILLING:

24 caramels
2 tbsp. milk
2 tbsp. butter
1/2 c. sifted confectioners' sugar

Base: Preheat oven to 350 degrees. In large bowl combine butter and brown sugar. Gradually stir in 1 1/2 cups flour. Stir in Nestle's chocolate morsels, oats and walnuts. Transfer 1 1/4 cups to small bowl and stir in remaining 2 tablespoons flour that's been set aside. Press remaining crumbs into greased 8 x 8 inch pan. Bake 20 minutes.

Filling: In small saucepan combine caramels, milk and butter. Cook over low heat. Stir often until caramels are melted and mixture is smooth. Stir in confectioners' sugar. Spread over base. Sprinkle reserved crumbs over caramel mixture. Bake 30-35 minutes or until caramel mixture bubbles through crumbs. Cool, cut into bars.