1 bag caramels
German chocolate cake mix
1 c. walnuts
6 oz. evaporated milk
3/4 c. butter
6 oz. chocolate chips

Combine caramels and 3 ounces milk. While caramels are melting in saucepan, mix cake mix, butter and 3 ounce milk in bowl. Add walnuts. Put half of cake mixture in bottom of cake pan. Bake 10 minutes at 350 degrees. Sprinkle with chips. Pour on caramel mixture. Put other half of cake mixture on top. Bake 20 minutes.