1 box German chocolate cake mix
1 (14 oz.) bag caramels
1/2 c. evaporated milk
3/4 c. melted butter
2 c. nuts
1 c. chocolate chips

Prepare cake mix as directed on package. Pour half the batter in a greased 9 x 12-inch pan.

Bake at 350°F for 15 minutes. Melt caramels with milk and butter over low heat, stirring constantly. Pour over cake. Sprinkle with 1 cup nuts and chocolate chips. Pour remaining batter over filling. Sprinkle with remaining nuts.

Bake 20 minutes.