2 1/2 quarts popped popcorn
1-14 oz package of light caramels
1/4 cup light corn syrup
2 tbsp water

Keep the popped corn warm in a 200°F oven. Melt the caramels in the top of a double boiler over simmering water. Add the corn syrup and water and mix until smooth. Slowly pour over the popcorn in a large bowl or pan. Stir to mix well. With greased hands, shape the mixture into balls about the size of soft balls. Let the balls cool and dry completely before wrapping. (You can make them the day before.) Wrap in plastic wrap or in plastic bags.

Yield: 15 popcorn balls.