1/3 c. evaporated milk
50 caramels, melted
1 pkg. German chocolate cake mix
1/2 c. butter
1 tbsp. water
1 c. chocolate chips

Mix dry cake mix, butter and water until crumbly; set aside. Press 1/2 of mixture in a 9x12 greased pan. Bake at 350 degrees for 6 minutes.

Remove, cover with chocolate chips. Pour melted caramels mix over this. Crumble remaining cake mix over top. Bake at 350 degrees for 15-20 minutes.