mix the cake mix according to instructions and bake in a texas size muffin tin according to package instructions. turn out to cool. (remember you will be eating these upside down so you'll want them level)

melt all of the ingredients in a medium sauce pan over medium heat. bring to a boil, stirring constantly. continue to boil and stir for two minutes.remove the pan from the heat and continue to stir for one minute. allow the fudge sauce to cool.

once the cupcakes and fudge are cool, use a serrated knife, at a slight angle, so carefully cut a well out of the bottom of each cake.

fill the cake with the fudge sauce, wrap in saran wrap and freeze for 1 hr or up to a few days.

once you are ready to serve, heat each cake in the microwave for 35-45 seconds or until warmed through. drizzle caramel over the cake and the plate (it really is delicious to get little bits of caramel bites).

quickly top with vanilla ice cream and pour the chocolate shell topping over the ice cream. serve immediately. enjoy!