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Easy Caramel Popcorn

  • Prep Time: 15 Minutes (Total Time: 1 Hour 5 Minutes)
  • Serving Size: 12
  • 1 pkg. (14 oz.) KRAFT Caramels (about 50)
  • 3 tablespoons Butter Or Margarine
  • 12 cups Air-popped Popcorn
  • 1 cup PLANTERS COCKTAIL Peanuts
  • PREHEAT oven to 300°F. Place caramels, butter and 1 Tbsp. water in large heavy saucepan; cook on low heat until caramels are completely melted, stirring frequently.

    COMBINE popcorn and peanuts in large bowl. Add caramel mixture; toss to evenly coat. Spread onto large greased baking sheet.

    BAKE 10 min.; stir. Bake an additional 10 min. Spoon onto sheet of wax paper; cool completely. Break apart into clusters.

    KRAFT KITCHENS TIPS

    Size-Wise

    Enjoy a serving, 1 cup, of this family favorite. Great for a special occasion but remember to keep tabs on portions.

    Use Your Microwave

    To melt caramels in the microwave, place caramels, butter and water in large microwavable bowl. Microwave on HIGH 2-1/2 to 3 minutes or until caramels are completely melted when stirred, stirring after each minute.

    RECIPE COURTESY OF KRAFT FOODS