14 oz. bag caramels, remove wrappers
5 oz. can evaporated milk
1 box German chocolate cake mix with pudding
1/2 cup butter, melted
1 1/2 cup walnuts, chopped
6 oz. semisweet chocolate chips

Melt caramels with 1/3 cup milk in the microwave. Stir until smooth.

Combine remaining milk, mix and butter. Mix well. Press half of cake mixture into the bottom of a greased 13 x 9 baking pan. Bake in a preheated 350°F oven for 6 minutes. Sprinkle with 1 cup walnuts, chocolate pieces over the crust; top with caramel mixture spreading to the edges of the pan. Top with teaspoonfuls of remaining cake mixture. Sprinkle with walnuts -- press lightly into the top. Bake at 350°F for an additional 20 minutes. Cool slightly; cut into bars.