1 pkg. German chocolate cake mix
1 (14 oz.) can sweetened condensed milk
1 (14 oz.) pkg. caramels
1/4 lb. butter
1 c. chocolate chips
1 c. nuts, chopped

Prepare cake mix according to package directions. Pour half of batter into a greased 9 x 13-inch pan. Bake in 350 degree oven for 15 minutes. While cake is baking, combine caramels, milk and butter in a saucepan. Cook, stirring constantly, until caramels are melted. Remove cake from oven and pour caramel mixture over cake. Add chocolate chips and pecans to remainder of batter and spoon over caramel layer. Return cake to oven and bake 20 to 25 minutes longer, or until cake tests done.