14 oz. pkg. light caramels
1/3 c. evaporated milk
1 pkg. German chocolate cake mix
1/2 c. butter, softened
1 c. chopped nuts
6 oz. pkg. semi-sweet chocolate pieces

Preheat oven to 350 degrees. Grease and flour 13 x 9 inch pan. Combine in heavy saucepan first 2 ingredients. Cook over low heat, stirring constantly, until caramels are melted. Keep warm. Combine in large bowl remaining ingredients except for chocolate pieces. Stir with fork until dough is crumbly but holds together. Press 1/2 of dough into prepared pan; reserve remaining dough for topping. Bake at 350 degrees for 6 minutes.

Sprinkle chocolate pieces over top. Spread caramel over all. Sprinkle rest of dough on top. Bake 15 to 20 minutes.