2 quarts popped corn
1/2 c. pecans
1/2 c. candy corn
24 caramels (about 1/2 lb.)
1 tbsp. water
1 tbsp. sugar

Combine popped corn, peanuts and candy corn in a large bowl. Put caramels, water, and sugar in top of a double boiler. Melt over boiling water, stirring to blend. Pour melted caramel over popped corn mixture. Toss together to mix thoroughly. Shape into 1/2 cup mounds and place in a paper cupcake liner to serve. Makes 16 popcorn balls.

Great as Halloween treats, holiday time gifts and any time they are served.