1 German Chocolate cake mix (as directed)
1/3 c. milk
1/2 c. chopped nuts
1 pkg. Kraft caramels
1 stick butter
3/4 c. chocolate chips

Mix cake as directed. Pour 1/2 batter into a 9 x 13 inch pan. Bake at 350 degrees for 20 minutes.

Melt caramels, butter and milk. Pour over cake, sprinkle with nuts and chips. Top with remaining batter and bake at 350 degrees for 10 minutes.

FROSTING:

6 tbsp. butter
6 tbsp. milk
1 1/4 c. sugar
3/4 c. chocolate chips

Boil for 1 minute 6 tablespoons butter, 6 tablespoons milk and 1 1/4 cups sugar. Remove from heat and stir in 3/4 cup chocolate chips. Pour over cooled cake.