Butter a 9x13 baking dish, set aside.

Cookie Layer: Place mini marshmallows and 1/2 Cup of the butter in a microwave safe bowl and microwave on high for two minutes. If butter is not completely melted, microwave for an additional 15 seconds at a time until it is. Stir until marshmallows and butter are smooth. Add Mini Nilla Wafers and stir until they are all completely coated with marshmallow mixture. Pour the mixture into your baking dish. Press down evenly into all of the corners making it as level and even on top as possible. Allow to cool.

Caramel Layer:In a heavy 2 quart pan combine caramel bits and heavy cream. Heat until caramel is melted and cream is incorporated into caramel. Do not walk away this will scorch easily. Pour your caramel sauce over the top of the cookie marshmallow mixture. Spread it evenly over the surface. Place into the fridge to cool for at least 30 minutes.

Chocolate Layer:Place your milk chocolate chips in a microwave safe bowl and microwave on high in 30 second intervals stirring between each interval until chocolate is melted. Stir in 2 Tablespoons of the butter until it melts. Stir until chocolate and butter are smooth. Remove your dish from the fridge and spread the chocolate evenly over the caramel layer. Gently tap the pan on the counter to allow chocolate to evenly cover the caramel layer. Place in fridge to cool for an additional 30 minutes to an hour. When chilled cut into squares and enjoy.