1 German chocolate cake mix
1/2 c. Eagle brand milk or 1/2 c. evaporated milk
14 oz. bag of caramels
1/2 c. butter
1/2 c. nuts
1/4 c. chocolate chips

Grease and flour pan. Mix cake as directed on box. Put 1/2 of cake batter in pan and bake 15 minutes at 350 degrees. Then, in saucepan on low, mix caramels, milk, and butter until smooth. Spread over cake. Put nuts and chocolate chips on top of caramel mixture. Pour remaining cake batter over nuts and chocolate chips. Return to oven for 20 minutes. Sprinkle more nuts on top, if desired. You can serve warm with dab of Cool Whip on top.