1 box German chocolate cake mix, mix as usual
1 (14 oz.) bag of caramels
3/4 c. butter
1/3 c. milnot

Melt together the above 3 items. 1 (6 oz.) bag chocolate chips

Put half of cake mixture in pan (butter and flour pan first), bake 15 minutes. Pour melted mixture over baked cake, put nuts and chocolate chips on top, then spread remaining cake mix on top. Bake 20 minutes at 350 oven. Spread top with German frosting.