1 pkg. German chocolate cake mix
1 pkg. Kraft caramels
1/3 c. milk
1/4 lb. butter
1 c. chopped nuts
3/4 c. chocolate chips

Mix cake according to directions. Pour 1/2 of batter into greased 9x13 inch pan. Bake 350 degrees for 20 minutes. Melt caramels with butter and milk. Pour over baked cake. Sprinkle with chocolate chips and nuts. Dot with remaining cake batter. Bake at 250 degrees for 20 minutes and then at 350 degrees for 10 minutes. Needs no frosting.