1 (14 oz.) bag caramels
2/3 c. (5 1/3 oz. can) evaporated milk
1 two-layer German chocolate cake mix with pudding
1/2 c. butter, melted
1 1/2 c. walnuts, chopped
1 (6 oz.) pkg. semi-sweet chocolate chips

Melt caramels with 1/3 cup milk over low heat, stirring until smooth. Combine remaining milk, cake mix and butter; mix well. Press half of cake mixture into bottom of greased 13 x 9 inch baking pan. Bake at 350 degrees for 6 minutes.

Sprinkle 1 cup walnuts and chocolate chips over crust; top with caramel mixture spreading to edges of pan. Top with teaspoonfuls of remaining cake mixture; press gently into caramel mixture. Sprinkle with remaining walnuts, pressing lightly into top. Bake at 350 degrees for 20 minutes. Cool slightly; refrigerate. Cut into bars to serve. Makes 2 dozen.