Instructions: Combine cake mix, oil, melted butter, water and half of the condensed milk until well blended. Pour half of the mixture into a greased 9x13" pan. Bake at 350 for 30 minutes. Unwrap caramels. In double boiler, melt caramels with remaining half of condensed milk. (takes about 15-20 minutes). Pour over warm cake layer. Sprinkle with chopped pecans. Pour remaining batter on top. Bake 30 minutes or until top springs back.

FROSTING: Bring butter, evaporated milk and cocoa to a boil. Add confectioners sugar and vanilla. Beat until smooth. Spread on cake.

OPTIONAL: Decorate cake with whole pecans.

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