1 German chocolate cake mix
14 to 16 oz. caramels
1 stick butter
3/4 c. chocolate chips
1/3 c. milk
1 c. chopped nuts

Prepare cake mix as instructed. Pour half of batter into greased 13 x 9 inch pan. This is the crust. Bake for 20 minutes at 350 degrees. Meanwhile, melt caramels with butter and milk; pour over baked crust.

Sprinkle chocolate chips and nuts over caramel mixture. Spread remaining batter over top. Bake 20 minutes at 350 degrees, then 10 minutes at 325 degrees.