BASE: 3/4 c Powdered sugar

3/4 c Butter, softened

2 T Whipping cream

1 t Vanilla

2 c Flour

FILLING: 28 Caramels, unwrapped

1/4 c Whipping cream

1/4 c Butter

1 c Powdered sugar

1 c Chopped pecans

GLAZE: 1/2 c Semi-sweet chocolate chips

2 T Whipping cream

1 T Butter

1/4 c Powdered sugar

1 t Vanilla

48 Pecan halves (opt)

In large bowl, combine all base ingredients except flour; blend well. Lightly spoon flour into measuring cup; level off. Stir in flour; mix well. If necessary, refrigerate dough for easier handling. Heat oven to 325 degrees. On well-floured surface, roll half of dough to 12 x 8 inch rectangle. Using pastry wheel or knife, cut into 2 inch squares. Place 1/2 inch apart on ungreased cookies sheets. Bake at 325 degrees for 12 to 16 minutes or until set. Cool on wire racks. Repeat with remaining dough. In medium saucepan, combine caramels, 1/4 c whipping cream and 1/4 c butter; cook over low heat, stirring frequently, until caramels

are melted and mixture is smooth. Remove from heat; stir in 1 c powdered sugar and chopped pecans. (Add additional whipping cream a few drops at a time, if needed for desired spreading consistency.) Spread 1 t of warm filling on each cookie square. In small saucepan, combine chocolate chips, 2 T whipping cream and 1 T butter; cook over low heat, stirring frequently, until chocolate chips are melted and mixture is smooth. Remove from heat; stir in 1/4 c powdered sugar and 1 t vanilla. Spread glaze over caramel filling. Top each cookie with a pecan half. QUICK BAR VARIATION: In large bowl blend all base ingredients at low speed until crumbly. Press in bottom of a 15 x 10 x 1 inch pan. Bake at 325 for 15 to 20 minutes or until light golden brown. Cool. Prepare filling as directed above; spread over base. Prepare glaze; drizzle over filling. Top bars with pecan halves, forming 8 rows of 6 pecans each. Allow glaze to set. Cut into 48 bars.