Preheat oven to 350°F. Line a 9x13” pan with foil and spray with cooking spray. The foil is needed here because the caramel can get sticky!

Cream butter, peanut butter, and both sugars in the bowl of an electric mixer fitted with the paddle attachment. Add egg, vanilla, milk, and salt and baking soda. Mix until combined. Slowly add flour and mix until dough comes together.

Press half of dough into the bottom of the prepared pan. The dough will be sticky - spray your hands with cooking spray first. It will be a very thin layer of dough!

Bake the bottom layer of cookie dough for 10 minutes.

While the dough is baking, make the caramel.

Place the heavy whipping cream and butter in a heavy bottomed 2Qt sauce pan over medium-low heat. Add unwrapped caramels one at a time. Stir often until the caramel is melted and smooth. Sift the flour into the caramel (if you have a small mesh strainer, just place the flour in it and tap the side of the strainer until all the flour falls through). Stir until the flour is incorporated. Turn heat all the way to low until the bottom layer is done cooking, stirring often so it doesn’t burn. Right before taking the cookie out of the oven, turn off the heat and stir in the vanilla.

After 10 minutes, remove the bottom layer from the oven and pour the caramel over the top. Try to leave a 1/2” border around the cookie base. If the caramel touches the edges of the pan it will boil and stick.

Break off pieces of the remaining dough and flatten between your hands. Lay on the top of caramel. Continue until the entire pan is covered, pressing the edges to seal them together. A little of the caramel may peek through, that’s okay.

Bake for an additional 10-15 minutes, until the bars start to get golden on the top. Cool completely before slicing. Store in an airtight container at room temperature. Do not refrigerate or caramel will get too hard to eat.