White Turtle Cake

1 (18.25 ounce) box yellow cake mix
1 cup water
1 (14 ounce) can sweetened condensed milk, divided
1 cup vegetable oil
3 eggs
1 (14 ounce) package caramels
1 cup chopped pecans

Heat oven to 350 degrees F. Grease a 9 x 13-inch baking pan.

Combine cake mix, water, 1/2 of sweetened condensed milk, oil and eggs. Beat well. Spread 1/2 the batter into prepared pan. Bake about 18 to 20 minutes.

Melt caramels with remaining sweetened condensed milk in microwave, stirring every 30 seconds. Stir in pecans. Pour over hot cake. Spread remaining batter over caramel layer. Bake 30 minutes or until tests done. Spread frosting over warm cake.

Frosting:
1/2 cup melted butter or margarine
1 pound confectioners' sugar
6 tablespoons milk
1 teaspoon vanilla extract

Combine margarine, confectioners' sugar and milk; beat well. Add vanilla extract; mix well. Pour over cake. It will melt and run to the sides, so try twisting the pan to get it evenly distributed.

Refrigerate for a while before cutting.