1 (14 oz.) pkg. caramels
1 (14 oz.) can Eagle Brand sweetened condensed milk
1 1/4 c. (2 1/2 sticks) butter, divided
2 c. all-purpose flour
1/2 c. cocoa
1 tsp. baking soda
1/4 tsp. salt
2 c. sugar
2 eggs
1 c. water
1/2 c. buttermilk or sour milk*
1 1/2 tsp. vanilla
1 1/2 c. pecans, coarsely chopped

Preheat oven to 350°F. In saucepan, combine caramels, sweetened condensed milk and 1/2 cup (1 stick) butter. Over medium heat, cook and stir until melted and smooth. Set aside.

In medium bowl, combine flour, cocoa, baking soda and salt. In large bowl, beat sugar and remaining 3/4 cup (1 1/2 sticks) butter until fluffy. Beat in eggs.

In small bowl, combine water, buttermilk and vanilla. Add liquid alternately with flour to sugar mixture, beating well. Spread half the batter in a greased 9x13-inch baking pan. Bake 15 minutes at 350°F or until center is set.

Spoon caramel mixture evenly over cake. Spread remaining batter evenly over caramel layer. Sprinkle with nuts. Bake 40 minutes at 350°F or until cake springs back when lightly touched. Loosen from sides of pan while warm. Cool completely.

Note: To make sour milk, add 1/2 tablespoon vinegar to 1/2 cup regular milk and let stand 5 minutes.

Submitted by: Janet Garner