1 pkg. German chocolate cake mix
1 (14 oz.) pkg. caramel candies
1 stick butter
1/3 c. milk
3/4 c. chocolate chips
1 c. chopped walnuts (optional)

Mix cake as directed on box. Pour 1/2 of batter in greased and floured 9 x 13 inch pan. Bake at 350 degrees for 20 minutes.

Meanwhile, melt caramels with butter and milk. Pour caramel mixture over warm cake while in pan. Sprinkle with chocolate chips and nuts. Dot with remaining cake mixture over chips until evenly distributed.

Bake for 20 minutes at 250 degrees. Then raise oven temperature to 350 degrees and bake for additional 10 minutes. Cool. Serve.