2 (14 oz.) bags caramels
1 (5 oz.) can Carnation evaporated milk
1 (10.5 oz.) bag miniature marshmallows
Assorted cut fruit for dipping - ex. apples, pineapple, cherries, bananas, etc.

Melt caramels in a large double boiler, stir frequently. Stir in milk and marshmallows slowly until completely blended together.

Transfer to fondue pot and serve with cut fruit for dipping. Toss apples in lemon juice to keep from browning.