1 c. butter
1 (1 lb.) pkg. marshmallows
2 c. popped popcorn for each clown
pointed ice cream cones (1 for each clown)
large gumdrops
chocolate coated candies (M&M'S®)

You will also need 8-inch paper doilies (1 for each clown) and plastic foam cups (1 for each clown).

Melt butter and marshmallows over low heat reserving small amount for gluing. Fold in 2 quarts popped corn (enough to make 8 popcorn balls). Shape into 3-inch diameter balls. Let set until firm. Make face by gluing candies to ball using reserved marshmallow mixture to make eyes and nose. Cut a u-shape out of large gumdrop for mouth and glue in place. For ears, glue a large gumdrop to each side of head. For hat, glue 3 candies in a vertical row to ice cream cone. Smear glue around cone rim and press gently to top of head until glue sticks. For collar, fold doily in half, half again, then fold in half again. Unfold. Gather up center and twist into 1-inch stem. Spread out edges to form ruffle. For stand cut off top 3-inches of plastic foam cup to form a ring. Place doily on ring and place clown on top of doily.