2 1/2 c. thinly sliced apples
1/2 c. sugar
1/4 c. flour
25 caramels
3 tbsp. milk
1 pie crust shell
1/2 c. chopped pecans

Preheat oven to 400 degrees. In a medium bowl combine apples, sugar and flour; set aside.

In a double boiler, melt caramels with milk, stirring frequently. Add apple mixture. Spoon mixture into pie crust and top with nuts. Bake 25 minutes. Allow to cool 1 hour. Serve warm or cold. Garnish with Cool Whip if desired.