1 pkg. German chocolate cake mix
1 (14 oz.) pkg. caramels
3/4 c. butter
1/2 c. evaporated milk
1 c. chocolate chips
1 c. chopped nuts
1 can flaked coconut

Prepare cake mix according to package directions. Pour half of batter in a greased 9x13 inch baking pan and bake for 15 minutes at 350 degrees.

Melt caramels in a double boiler over low heat and add butter and milk. Spread over cake. Sprinkle chocolate chips, nuts and coconut over cake and caramel topping. Pour rest of batter over cake and bake an additional 30 minutes at 350 degrees.

FROSTING:

1 stick butter
1/3 c. milk
3 1/2 tbsp. cocoa
1 box confectioners' sugar
1 c. chopped nuts

Mix butter, milk, cocoa and salt. Bring to a boil. Then add sugar and nuts and spread icing over cake.