In a large sauce pan; add the butter, milk and sugar. Over medium high heat, bring to full rolling boil, stirring constantly. (It should remain boiling as you stir.) Set your timer for 5 minutes after boiling begins. Stir continuously.
Remove from heat and stir in the marshmallow cream, Hershey's chocolate bars and chocolate chips.
Check caramel and make sure it's still pourable. If has thickened up, stick it back into the microwave for a few seconds to loosen it back up.