CARAMEL APPLE DESSERT

(TO KEEP APPLES FROM BROWNING FAST, MIX 1 CUP WATER AND 1 TBSP. LEMON JUICE TOGETHER, AND DIP THE APPLES INTO MIXTURE BEFORE USING.)

60 Nilla Wafers, finely crushed (about 2 cups)

1/3 cup butter, melted

1 pkg. (8 oz.) cream cheese, softened

1/4 cup sugar

3-1/4 cups milk, divided

1 (8 oz.) container Cool Whip, thawed, divided

2 pkg. (3.4 oz. each) vanilla instant pudding

1/2 cup caramel ice cream topping, divided

1 red apple, chopped
1 green apple, chopped

Mix wafer crumbs and butter; press onto bottom of 13x9-inch pan. Beat cream cheese, sugar, and 1/4 cup milk with mixer until well blended. Stir in 1 cup Cool Whip; spread over crust.

Beat pudding mixes and remaining milk with whisk 2 minutes. Stir in 1/4 cup caramel topping. Spoon over cream cheese layer; top with remaining Cool Whip.

Refrigerate 5 hours or until firm. Top with apples and remaining caramel topping just before serving.