50 light caramels
2/3 c. evaporated milk
1 pkg. German chocolate cake mix
3/4 c. melted butter
1 c. chopped walnuts
1 c. chocolate chips

1. Combine caramels and 1/3 cup evaporated milk in top of double boiler. Cook and stir until melted. Set aside.

2. Combine dry cake mix, melted butter, remaining 1/3 cup evaporated milk and nuts in large bowl. Stir until dough holds together.

3. Press 1/2 dough into greased and floured 9 x 13 inch pan. (Reserve rest of dough for topping.)

4. Bake at 350 degrees for 6 minutes.

5. Sprinkle chocolate chips over baked crust and spread caramel mixture over bits.

6. Crumble other 1/2 cake mixture over top. Return to oven for 15 minutes.

7. Cool slightly, then chill 30 minutes before cutting into squares.