in a heavy sauce pan,over low heat, melt the caramel candys and butter with the milk stirring until smooth, then spread evenly over the cake... Spread remaining cake mix over the caramel mix, top with the nuts... 3) Return to the oven for 30 to 35 min... or until the cake springs back when lightly touched... Cool and garnish as desired... from Fred Goslin in Watertown NY on Cyberealm Bbs at (315)-786-1120 ----