In a medium sauce pan, melt caramels and cream over low heat, stirring frequently.
Combine all other ingredients except the chocolate chips.
Press 2/3 of the crumb mixture into 9x13 inch glass pan. Bake for 10 minutes.
Remove from oven and sprinkle with chocolate chips. Pour caramel mixture over the chocolate chips. Top with remaining crumb mixture.
Bake another 12 minutes.
Cool and cut into bars.