1 box German chocolate cake mix
1 (14 oz.) bag caramel candy pieces
3/4 c. butter
1/2 c. evaporated milk
1 (12 oz.) bag semi-sweet chocolate bits
1 c. chopped nuts

Unwrap caramels and place in a 1 quart glass Pyrex pitcher in microwave, or in saucepan on stove, along with butter and milk. Grease and flour a 12 x 9 x 2 inch sheet cake pan. Mix cake according to directions. Put half of batter in cake pan and bake at 350 degrees for 15-20 minutes. While first half of cake is baking, melt caramel mix.

Pour this over first half of baked cake. Top with chips and nuts. Pour second half of batter on top of chips and nuts. Bake an additional 15 minutes.