1 box chocolate cake mix
1 (14 oz.) pkg. caramels
3/4 c. butter
1/2 c. evaporated milk
1 c. chocolate chips
1 c. chopped walnuts

Mix cake according to directions. Grease and flour 9x13 pan and pour 1/2 cake batter into pan. Put into oven and bake at 350 degrees for 15 minutes.

In saucepan over low heat, melt caramels with butter and milk. (I started this before I mixed the batter because it takes a little time.) Remove cake from oven and spoon gently over it the caramel mixture. Top with chocolate chips and nuts.

Pour second half of cake batter over top and return to oven. Bake for 20-25 minutes at 350 degrees. Serve with whipped cream, Cool Whip or ice cream. If you use ice cream, it's nice to warm the cake.