Heat both chips in a microwaveable bowl in the microwave. Heat in 30 second cycles and stir in between each one until chips are all melted. Spread 1/2 of the mixture in a 9x13 inch greased or foil-lined pan. Let stand until firm.

Heat and stir sugar, margarine and milk in heavy medium saucepan on medium heat until boiling. Boil for 5 minutes stirring often. Spread evenly over chip layer.

Sprinkle first 1/4 cup peanuts over top.

Heat peanut butter in microwave until melted. Add marshmallow creme and vanilla. Stir until smooth. Spoon mixture in dabs, using a tsp. for each dollop, over peanuts.

Sprinkle second 3/4 cup peanuts over top.

Heat and stir caramels and water in microwavable bowl. Heat until smooth. Spread over peanuts. Reheat remaining 1/2 chip mixture if necessary until spreading consistency. Spread evenly over caramel layer. Chill until firm. Cut into squares.