1 bag caramels
1/3 c. evaporated milk
1 pkg. German chocolate cake mix
1 c. chopped nuts
1 c. chocolate chips
1/3 c. evaporated milk
3/4 c. butter, melted

Melt caramels with 1/3 cup evaporated milk. Mix cake mix with butter, 1/3 cup evaporated milk and nuts. Press half of dough into 9x13 inch pan. Bake 6 minutes at 350 degrees.

Sprinkle chocolate chips on baked crust. Spread caramel mixture over chips. Crumble reserved dough over caramel mixture. Bake 15-18 minutes. Cool slightly. Refrigerate 30 minutes to set caramel.