1/4 c. butter
1 c. brown sugar
1/2 c. light corn syrup
2/3 c. sweetened condensed milk
1/2 tsp. vanilla
5 qts. popcorn

In saucepan, combine butter, sugar and corn syrup. Stir well and bring to boiling over medium heat. Stir in milk; simmer, stirring constantly, until mixture comes to soft ball stage. Stir in vanilla. Pour over popped corn and stir to coat. Butter hands lightly; shape popcorn into balls.