INGREDIENTS

  • 1 (14ounce)bag Kraft caramels
  • 3 tablespoons butter or margarine
  • 2 tablespoons water
  • 12 cups air- popped popcorn
  • 1 cup cocktail peanuts
  • 4 (1ounce) baker’s semi-sweet chocolate baking squares, finely chopped

DIRECTIONS

  1. Preheat oven to 300°F Place the caramels, butter, and water in a heavy saucepan. Cook on low heat until the caramels are completely melted, stirring frequently.
  2. Combine the popcorn and peanuts in a large bowl. Make sure to remove all unpopped kernels. Drizzle with the caramel mixture; toss to evenly coat. Spread onto a large greased baking sheet.
  3. Bake for 20 minutes, stirring after 10. Sprinkle with chocolate; toss using two spoons until well mixed. Spread onto a sheet of waxed paper; cool completely. Break apart intil small clusters or individual pieces. Store in a tightly covered container at room temperature for up to one week.