1 (18 1/2 oz.) pkg. chocolate cake mix
1 (14 oz.) bag caramels
1/2 c. butter
1 (14 oz.) can Eagle Brand sweetened condensed milk
1 c. coarsely chopped pecans

Preheat oven to 350 degrees. Prepare cake mix as package directs. Pour 2 cups batter into greased 13 x 9 inch baking pan; bake 15 minutes. In heavy saucepan or in microwave, melt caramels and butter. Remove from heat; add sweetened condensed milk. Mix well. Spread caramel over cake spread remaining cake batter over caramel. Top with nuts. Bake 30 minutes or until cake springs back when lightly touched. Cool.