1 (14 oz.) pkg. Kraft caramel candies
1/2 c. evaporated milk
1 (2 layer) German chocolate cake mix
1 1/3 c. water
3/4 c. softened butter
3 eggs
1 c. pecans
1 c. semi-sweet chocolate chips

Melt caramels with milk in top of double boiler. Do this before mixing cake (it takes a while to unwrap caramels). Combine cake mix with water, butter and eggs in large mixing bowl and blend on low for 30 seconds. Then beat at medium speed 2 minutes.

Pour half the batter in greased 9 x 13 inch pan and bake at 350 degrees for 10 minutes or until cake puffs up and is gooey. Pour caramel-milk mix over partially baked layer to within 1/2 inch of edge. Sprinkle nuts and chocolate chips evenly over caramel. Pour remaining batter over all. Bake at 350 degrees for 25-30 minutes or until top springs back when lightly touched. Cool in pan and cut in squares. Top with ice cream or whipped topping.