14 Carrots Cake Dream

1 package german chocolate cake mix

1 cup chopped nuts

1/3 cup evaporated milk, plus 1/2 cup -- divided

1/4 cup butter -- melted

60 each caramels -- unwrapped

1 cup semisweet chocolate chips

In a large mixing bowl, combine dry cake mix, nuts, 1/3 cup evaporated milk and melted butter. Press half of the batter into the bottom of a greased 13x9x2 inch glass baking dish. Bake in a preheated 350 degree oven for eight minutes.

In the microwave or top of a double boiler melt caramels with remaining 1/2 cup evaporated milk. When caramel mixture is well mixed, pour over baked layer. Cover with chocolate chips. Pour remaining batter on top of morsels. Return to oven and bake 18 minutes (or less for gooier brownies). Let cool before cutting.