1 box chocolate cake mix
1 (14 oz.) bag caramels
1/2 c. canned evaporated milk
1 c. chopped nuts
1 c. chocolate bits (miniatures)

Mix cake as directed on the box. Place half of the batter in a greased and floured 9x13 inch pan. Bake at 350 degrees for 15 minutes.

Melt caramels and milk together. Pour over top of baked cake. Spread the nuts and bits over caramel. Pour remaining batter on top. Place remaining nuts and bits over batter. Bake for 25 minutes more.