1 German chocolate cake mix
1/2 c. butter, softened
1 1/2 c. water
1/2 c. oil
1 (14 oz.) can sweetened condensed milk
1 (1 lb.) pkg. caramels
1 (16 oz.) pkg. chocolate chips
1 c. chopped nuts or pecans

Combine chocolate cake mix, butter, water, oil and 1/2 can sweetened condensed milk in mixing bowl. Mix well. Pour 1/2 batter into greased and floured 9 x 13 inch baking dish. Bake at 350 degrees for 20 to 25 minutes.

Melt and mix together caramels and remaining milk over low heat. Spread over baked cake layer. Sprinkle generously with chopped nuts and chocolate chops. Cover with remaining cake batter. Return to oven and bake 25 to 35 minutes longer or until cake tests done. Cool.