50 light caramels (14 oz.)
2/3 c. condensed milk--divide in half
1 pkg. German chocolate cake mix (18.5 oz.)
3/4 c. butter
1 c. chopped nuts
1 c. semi-sweet bits (6 oz.)

1. In double boiler, melt caramels with 1/3 cup condensed milk over hot water. Set aside. Keep warm.

2. In large bowl, combine cake mix, butter, nuts and remaining 1/3 cup milk. Stir thoroughly until mixture is well combined and crumbly.

3. Press half of dough into greased and floured 9x13 inch baking pan. Bake at 350 degrees for 6 minutes. Remove and cool slightly.

4. Sprinkle chocolate bits evenly over baked dough and spread with melted caramel mixture on top. Work quickly with a broad spatula.

5. Crumble remaining dough over top and press lightly with spoon.

6. Return to oven and bake at 350 degrees 14-18 minutes until top is set and mixture pulls away from sides. Cool on wire rack 30 minutes, then refrigerate until set. Cut to size. Makes about 24 brownies.