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1 bag popcorn
1 (14-ounce) package KRAFT Traditional Caramels (about 50)
Decorations:
candy corn
M&M's
licorice shoestring candy
marshmallow creme
orange icing or orange slices
1. Pop popcorn in microwave and pour into large bowl.
2. Coat small bowl with cooking spray, add unwrapped caramel pieces. Microwave on high for 2 minutes or until caramel is melted. CAUTION: Caramel will be extremely hot!
3. Pour caramel onto popcorn stirring constantly until popcorn is fully coated. Popcorn will stiffen as caramel cools.
4. When popcorn is fully coated and cool enough to touch, quickly shape into 2 3-1/3inch balls and 2 4-inch balls. Slightly flatten bottoms of corn balls for stability. Place a small ball on top of a large ball forming head and body of owl.
5. Immediately decorate owl, using marshmallow creme to attach candies. Add candy corn for claws, nose, and ears. Use M&M's for eyes and place licorice string above eyes. Orange slices or icing can be attached to sides for wings.
Spray hands with cooking spray before forming caramel corn balls to prevent sticking.
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