1 (18 oz.) pkg. German chocolate cake mix
1/2 of (14 oz.) can sweetened condensed milk
1/2 c. butter
1 (14 oz.) bag caramels
1 c. semi-sweet chocolate chips
1 c. chopped pecans

Mix cake mix according to the package. Bake 1/2 the batter in a greased and floured 9 x 13 pan for 15-20 minutes. Melt the caramels and butter; add the sweetened condensed milk and stir until smooth. Spread on top of the cake. Sprinkle with the chocolate chips and pecans.

Carefully spread remaining batter over the top. Bake 20-30 minutes or until done. Frost if desired or serve with whipped cream.