1 pkg. German chocolate cake mix (Pillsbury)
1 (14 oz.) pkg. caramels
3/4 c. butter
1/2 c. evaporated milk
1 c. chocolate chips
1 c. nuts
1 can flaked coconut

Prepare cake mix according to directions. Pour half of batter in a greased 9 x 13 inch baking pan and bake for 15 minutes at 350 degrees. Melt caramels in a double boiler over low heat. Add butter and milk. Spread over cake. Sprinkle chocolate chips, chopped nuts, and coconut over cake and caramel topping. Pour rest of batter over cake. Bake an additional 30 minutes at 350 degrees.

FROSTING:

1 stick butter
1/3 c. milk
3 1/2 tbsp. cocoa
Dash of salt
1 box powdered sugar
1 c. chopped nuts

Bring butter, milk, cocoa, and salt to a boil over medium heat. Add sugar and nuts. Pour over cake while both are hot.