1 pkg. German chocolate cake mix
1 (14 oz.) pkg. Kraft caramels
1 stick butter
1/3 c. milk
6 oz. chocolate chips
1 c. nuts
Whipped cream

Mix cake according to directions. Pour 1/2 batter into 9"x13" pan. Bake at 350 degrees for 20 minutes.

Meanwhile, melt butter, caramels and milk, stirring constantly. Pour mixture over top of baked cake. Sprinkle nuts and chocolate chips over caramel mixture. Cover the remainder of cake mix and bake at 250 degrees for 20 minutes, then at 350 degrees for 10 minutes. Serve at room temperature with whipped cream. (White cake can also be used.)