Place KRAFT Caramels, sweetened condensed milk, and butter in a microwave-safe bowl. Microwave for 3 minutes.
In another bowl, melt 6 Tb butter with 4 cups of mini marshmallows for 1 minute. Stir until smooth and pour over 5 cups of Rice Krispies.
Stir until cereal is well coated and pour into a greased 9×13 pan.
Sprinkle 2 cups of miniature marshmallows on top of cereal mixture. Carefully pour caramel mixture over marshmallows. Refrigerate to set up.
After the mixture has set, repeat step 2 to make the top Rice Krispie layer. Press on top of the chilled caramel layer.
Chill until firm. Makes 12-15 servings.