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

Melt caramels with 1/3 cup milk over low heat, stirring until smooth. In another bowl, combine remaining milk, cake mix and butter; mix well. Press half of the cake mixture into the bottom of a greased 13x9 inch baking pan. Bake at 350 degree for 6 minutes. Sprinkle 1 cup walnuts and chocolate pieces over the crust. Top with caramel mixture spreading to edges of pan. Top with teaspoon 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.

Variations: Substitute chocolate cake mix for German chocolate cake mix. Substitute Planters peanuts for walnuts.