1 (14 oz.) bag Kraft caramels
2/3 c. (5 1/2 oz. can) evaporated milk
1 (2 layer) German chocolate cake mix with pudding
1/2 c. melted butter
1 1/2 c. walnuts or pecans, chopped
1 (6 oz.) pkg. chocolate chips

Melt caramels with milk (1/3 cup) over low heat, stirring until smooth. Combine remaining milk, mix, butter and mix well. Press half of cake mixture into bottom of greased 13"x9" pan. Bake at 350 degrees for 6 minutes.

Sprinkle 1 cup pecans and chocolate chips over crust. Top with caramel mixture. Top with teaspoonfuls of remaining cake mixture. Sprinkle with remaining pecans. Press lightly into top. Bake at 350 degrees for 20 minutes. Cool slightly. Refrigerate. Cut into bars.