a box German Chocolate cake mix
1 1/2 sticks butter
2/3 c. condensed milk
1 pkg. caramels
1 sm. pkg. milk chocolate chips
1 c. pecans

Melt caramels with 1/3 cup milk. Mix cake mix melted butter and 1/3 cup of milk. Spread 1/2 mixture in 9x13 pan. Bake 6 minutes at 350 degrees. Remove from oven and spread melted caramels, chocolate chips and nuts over cake. Very carefully spread rest of cake over top. Bake 18 minutes. Cool before cutting.