Preheat oven to 350 degrees. Grease a 9 x 13 inch pan.

1 box German chocolate cake mix
1 can Eagle Brand sweetened condensed milk
2 sticks butter
1 sm. pkg. caramels
1 c. pecans
1 (6 oz.) pkg. chocolate chips

Mix cake mix with half of the can of milk and 1 1/2 of the stick soft butter. Put half of this mixture into the pan. Bake five minutes. Melt the caramels, the second half of milk, and half stick butter. Sprinkle nuts and chocolate chips over cake while warm. Pour caramels over this. Take remaining cake mixture and flatten into small pieces. Place on mixture in pan; covering it all well. Bake for 15 minutes.