1 German chocolate cake mix
6 oz. bag chocolate chips
14 oz. Kraft caramels plus 12 more
1 c. sweetened condensed milk
3/4 c. melted butter

Melt caramels with 1/3 condensed milk over medium heat, stirring often. Set aside (or may use microwave). Mix cake mix, butter, and 1/3 cup condensed milk, pat half of mixture in greased 9 x 13 inch pan. Bake at 350 degrees for 6 to 8 minutes. Sprinkle chocolate chips over cake. Pour caramel mix over chips. Spoon remaining cake mixture over all, spreading carefully. Bake at 350 degrees for 15 to 18 minutes. Remove from oven, cool, and cut. May be refrigerate or frozen.