1 box of chocolate cake mix (better without pudding in mix)
1 stick butter
1/3 c. condensed milk

Mix together with fork - put half in greased and floured 13 x 9 inch pan. Bake at 350 degrees for 6 minutes.

Melt:

1 bag of caramels
1/3 c. condensed milk

After 6 minutes take cake out of oven, sprinkle with:

1 lg. bag chocolate chips

Pour melted chocolate over chips. Add remainder of cake mix over caramel. Bake another 18 minutes. Cool before cutting. You may add chopped nuts to cake mix.