1 pkg. chocolate cake mix
1/3 c. evaporated milk
3/4 c. butter, melted
14 oz. bag caramels
1/3 c. evaporated milk
6 oz. chocolate chips

Combine cake mix, 1/3 cup evaporated milk and butter. Pat half of the mixture into a greased and floured 9x13 inch pan. Bake at 350 degrees for 6 minutes.

Melt caramels in small saucepan. Stir in evaporated milk. Spread over the baked portion of the cake. Pour chips over caramel mixture. Spread the rest of the cake mixture on top. Bake 15 to 20 minutes at 350 degrees.