• About 50 (14 oz. pkg.) Kraft caramels
  • 1/3 cup evaporated milk
  • 1 pkg. Pillisbury German Chocolate Cake Mix
  • 3/4 cup butter or margerine, melted and cooled
  • 1/2 cup chopped nuts
  • 1 cup (6 oz. pkg.) chocolate chips
  • 1 pkg. mini marshmallows.  


  1. Preheat oven to 350 degrees.
  2. In a heavy saucepan, melt the caramels and 1/3 cup evaporated milk and stir often.
  3. Melt the butter and cool. 
  4. Butter and flour a 9 x 13 x 2" baking pan.  
  5. In a large mixing bowl combine dry cake mix, butter and 1/3 cup evaporated milk by hand.  Press 1/2 the dough into the pan and bake at 350 degrees for 6 mins.  Remove from oven and sprinkle over the dough the chocolate chips and marshmallows.  Spread caramel over that mixture.  Crumble on the remaining cake dough and return to the oven for 15 - 18 mins.
  6.  Cool slightly in refridgerator, until carmel layer starts to set and cut into squares.  The sticky quality seems to come from the temperature of the butter (in hot weather, allow to soften and melt and do not melt on stove)

Thanks to Leslie Taber for submitting this, and thanks to Marge Duryee, (mom), for making these - I remember seeing the sheet of them in the fridge and not being able to wait to eat them, so I would grab a knife and slice out a slab. Mom would come by later and holler "Keeeeeent!", and I'd run away pretending to be scared.