Melt butter in heavy pan on medium low heat or in crock pot on medium low setting.
Add caramels and marshmallows. Stir until smooth and then add cream.
Continue stirring until smooth.
While the above mixture is melting, cut up apples, (Delicious, Golden Delicious, Granny Smith, or your favorite).
Sprinkle apples with lemon juice or pineapple juice to keep from turning brown. Bananas can also be used or large marshmallows and chopped nuts for a real sweet-tooth.
