1 German chocolate cake mix
1 pkg. caramels
3/4 c. butter
1/2 c. Pet milk
2 c. chocolate chips
2 c. nuts

Mix cake mix according to box directions. Put 2 cups of cake mix into a 9 x 13 greased pan.

Bake for 15 minutes at 350°F. Let cool. Re-coat sides of pan with grease. Melt caramels, butter and Pet milk in microwave or double boiler. Pour caramel mixture over cake and sprinkle chocolate chips and nuts over cake. Then pour rest of cake batter over all and bake 20 to 25 minutes. Cool. Serve with Cool Whip or vanilla ice cream.