1 (8 oz.) pkg. Starburst Fruit Chews
8 c. popped popcorn
2 tbsp. water
1/4 c. corn syrup

In a medium saucepan, combine candy, corn syrup and water. Melt over low heat, stirring until smooth. When candies are melted, bring mixture to boiling and cook 5 minutes. Cool slightly. Pour over popcorn and stir to coat evenly. With well-buttered hands, shape about 1 cup of the popcorn mixture into a ball. Place on waxed paper to cool. Repeat with remaining popcorn mixture.

VARIATION: Chocolate popcorn balls -- add 1 cup M&M'S® to popcorn before mixing with candy mixture.