1 (14 oz.) bag caramels
1/2 c. (1 stick) butter
1/2 c. evaporated milk
1 (18 1/4 oz.) pkg. German chocolate cake mix
2 c. chopped pecans
1 c. chocolate chips

Combine caramels, butter, milk in saucepan. Stir over medium heat until caramels melt and mixture is smooth, about 6 minutes. Set aside.

Prepare cake mix according to package directions. Pour 1/2 of cake mix batter into 9x13x2-inch cake pan. Bake at 350 degrees for about 15 minutes until top is dry but cake not totally cooked. Pour caramel mixture slowly and evenly over cake.

Sprinkle 1 cup pecans and 1 cup chocolate chips over caramel mixture. Pour remaining cake batter over filling. Sprinkle with remaining 1 cup pecans. Bake about 30 minutes (until inserted toothpick comes clean). Cool completely.