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TURTLE CAKE

1 pkg. German Chocolate cake mix
14 oz. bag caramels
1 stick oleo
1/2 can condensed milk
1 c. chocolate chips
1 c. chopped nuts

Melt caramels, oleo, and milk in pan. Start before mixing
cake. Mix cake according to package directions. Pour half of mix
into a greased and floured 9 x 13 inch pan. Bake at 350 degrees
for 15 minutes. Pour caramel mix over hot cake. Sprinkle with
chocolate chips, and nuts. Top with remaining cake batter. Bake
20 minutes more. Serve with cool whip.

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