1 German chocolate cake mix with pudding
3/4 stick melted butter
1 c. Carnation or Pet milk (13 oz. can, save rest)
1 (14 oz.) bag caramels
1 c. chocolate bits
1 c. chopped nuts

Mix cake mix, butter, milk and eggs, spread 1/2 of this into a 9"x13" greased pan. Bake 15 minutes at 350 degrees. Melt the caramels in the rest of milk, spread caramel mixture on the warm cake. Sprinkle the bits and nuts over this. Spread remaining cake mixture on top. Bake for 15 to 20 minutes. Sprinkle with powdered sugar and nuts. Serve after cool.