1 German chocolate cake mix
1 stick butter
30 caramels
1 tbsp. milk
1 c. nuts, chopped
1 c. chocolate chips
Cool Whip

Prepare cake as directed. Pour 1/2 of butter into greased and floured 9 x 13 inch pan. Bake 20 minutes. Melt butter, caramel and milk together. Add nuts. Let cake cool some, then pour caramel mixture over (avoiding edge of pan). Sprinkle with chocolate chips and cover with remainder of batter. Bake at 350 degrees 25 minutes. Cool and serve with Cool Whip.