1 pkg. German chocolate cake mix
1 (14 oz.) pkg. caramels
1 stick butter
1/3 c. milk

Prepare cake according to package. Pour 1/2 of cake mix into greased 9"x13" pan. Bake 20 minutes at 350 degrees. Remove from oven. (While cake is in oven, place the following in a double boiler) : the caramels, butter and milk. Stir until caramels are melted. Spread this over baked cake layer. Sprinkle with 1 cup chocolate chips and 1 cup chopped nuts. Top with remaining cake batter. Bake 20 minutes at 350 degrees. Top with whipped cream if desired.