50 light caramels (1-14 oz. pkg.)
2/3 c. sweetened condensed milk (divided)
1 pkg. (18.5 oz.) German chocolate cake mix
3/4 c. melted butter
1 c. chopped nuts
1 c. semi-sweet chocolate bits (1-6 oz. pkg.)

In double boiler, melt caramels and 1/3 cup condensed milk over hot water; set aside and keep warm.

In large bowl, combine cake mix, butter, nuts and remaining 1/3 cup condensed milk; stir thoroughly until mixture is well combined and crumbly. Press half of the dough evenly into greased and floured 9x13 pan. Bake at 350 degrees about 6 minutes. Remove from oven and cool slightly.

Sprinkle chocolate bits evenly over baked dough and spread melted caramel mixture on top working quickly with broad spatula. Crumble remaining half of dough over caramels and press lightly with spoon.

Return to oven and bake 14-18 minutes, until top is set and mixture pulls away from sides of pan. Cool on wire rack about 30 minutes, then refrigerate until firm. Cut into small squares.