1 (14 oz.) bag Kraft caramels
1/2 c. evaporated milk
3/4 c. butter
1 pkg. German chocolate cake
2 c. chocolate chips
1 c. chopped nuts

Prepare cake mix according to directions. Pour half of batter in greased and floured 13 x 9 inch pan. Bake 15 minutes. Melt butter and caramels and milk. Stir frequently until smooth. After bottom batter bakes, sprinkle nuts and chips on that layer and spread caramel mixture on top. Spoon remaining batter over that and bake for 30 minutes. Needs no frosting.