1 chocolate cake mix
1 pkg. caramels (at least)
1/2 c. milk
1/2 c. nuts
1 pkg. chocolate chips
3/4 stick butter

Preheat oven to 350 degrees. Grease and flour rectangular 9x13 inch pan.

Mix cake as directed on box. Pour half of batter in prepared pan. Bake 15 to 20 minutes or until done.

Melt caramels, butter, milk over low heat. Add nuts. Pour over baked half of cake. Cover with chocolate chips. Spoon remaining batter over chocolate chips. Bake 15 to 20 minutes or until done.