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SPRAY foil-lined 8-inch baking pan with cooking spray; set aside.
PLACE chocolate in medium saucepan. Add milk; cook on low heat 8 to 10 min. or until chocolate is completely melted and mixture is well blended, stirring frequently. Add remaining ingredients; mix well.
SPREAD immediately into prepared pan. Refrigerate 6 hours or until set. Store leftover fudge in tightly covered container in refrigerator.