Carmel Turtle Brownies

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1 Bag Caramels (50)
2/3 c Evaporated milk
1 pk German chocolate cake mix
3/4 c Butter -- melted
1 c Nuts
1 c Chocolate chips


In small saucepan, or double boiler, combine caramels and 1/3 c. evaporated milk. Cook over low heat until caramels are melted, then set aside. Grease and flour 9x13 pan.

Combine dry cake mix, butter, remaining milk, & nuts and mix until dough sticks together. Press half of dough into pan; bake for 6 minutes. Then sprinkle chocolate chips and caramel mixture over crust. Break remaining dough over top. Bake 15-18 minutes. Cool before cutting.