1 (12 oz.) pkg. Nestle butterscotch flavored morsels
1 c. corn syrup
1/4 c. butter
12 c. popcorn, popped
1 (12 oz.) can salted peanuts

Preheat oven to 300 degrees. In heavy gauge saucepan, combine butterscotch morsels, corn syrup and butter. Cook over medium heat, stirring occasionally, until mixture boils. Place popcorn and nuts in large greased roasting pan. Pour butterscotch mixture over popcorn; toss to coat well. Bake at 300 degrees for 45 minutes, stirring frequently. Remove from oven; stir every 10 minutes until slightly cooled. Cool completely. Store in airtight container.