Preparation

• Spoon half the whipped topping into bowl; refrigerate to thaw. Return remaining whipped topping to freezer. Prepare cake batter and bake as directed on package for 2 (9-inch) round layers, adding dry pudding mix to cake mix before mixing with liquid ingredients. Cool cakes in pans 10 min.; invert onto wire racks. Remove pans. Cool cakes completely.
• Meanwhile, microwave caramels and water in microwaveable bowl on HIGH 1-1/2 min. or until smooth, stirring every 45 sec. Cool slightly.
• Beat cream cheese in large bowl with mixer until creamy. Add caramel sauce; mix well. Blend in thawed whipped topping. Stack cake layers on plate, filling and frosting top with cream cheese mixture. Refrigerate until ready to serve.
• Microwave whipped topping and chocolate in microwaveable bowl on HIGH 1-1/2 to 2 min. or until whipped topping is completely melted, stirring after 1 min. Stir until chocolate is completely melted and mixture is well blended. Meanwhile, melt remaining chocolate as directed on package. Dip half of each wafer in chocolate; place on waxed paper-covered baking sheet. Top with nuts. Refrigerate until ready to use.
• Spread whipped topping mixture onto top of cake. Garnish with wafers. Keep refrigerated.