Turtle Cake

Holy moly this cake is good!!!

Cake:
1 14-oz. package Kraft caramels
1 c milk
1 box German chocolate cake mix
water, oil, eggs (called for in cake directions)
1 t vanilla
1 c semi-sweet chocolate chips
1 c chopped nuts (optional)

Frosting:
½ c butter
1/3 c milk
3½ T cocoa
3¾ c powdered sugar, sifted
dash salt
1 c chopped nuts (optional)

To make cake: unwrap caramels and place in medium saucepan over low heat. Add milk and stir occasionally until melted. Meanwhile, make cake according to package directions. Stir in vanilla. Pour half of the cake batter into greased and floured 9 x 13 pan. Bake at 350°F for 10-12 minutes. Remove from oven and pour melted caramel mixture over cake. Sprinkle with chocolate chips and nuts. Pour remaining cake batter over chips/nuts and bake an additional 25-30 minutes or until toothpick comes out clean. While cake is baking, make frosting by combining butter, milk and cocoa in saucepan using wire whisk. Cook over medium heat, stirring often, until mixture comes to a boil. Remove from heat and whisk in powdered sugar and salt. Pour over warm cake. Sprinkle with nuts.

Source: Nana’s Recipe Box