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Milky Way Popcorn

Milky Way Popcorn in white bowl with green placemat


Have you entered my Giveaway yet?  You don’t want to miss this one.

The Superbowl is right around the corner, and I haven’t given you any appropriate appetizers or treats.  Well that will change now!  The rest of the week is solely devoted to food to eat while watching the Superbowl, or the commercials….I don’t judge.  I love football, probably more than the average girl, but unless my team is playing (which has not happened in my life time), I am all about the social aspect.  Chatting, eating, drinking, and the commercials.

Milky Way Popcorn with green placemat

Today I have a sweet treat for you to munch on.  Two Peas & Their Pod have posted a couple of great popcorn treats lately, so I decided to turn it into my own.  Milky Way is my favorite candy bar, so I thought it only appropriate that I use that as my candy of choice.  This was super easy to throw together.  The hardest part was waiting for it to harden.  My 6 year old had some after dinner last night, and he said it was the best popcorn he has had in his ENTIRE life.  To him, that is a big deal, because he has been around a long time, you know!  He does love his popcorn, so I took it as a big compliment.

Trust me, if you make this for your Superbowl party (or just your Saturday afternoon snack), it will disappear quickly!

Yield: 8

Milky Way Mopcorn

Milky Way Popcorn in white bowl with green placemat

Popcorn with swirls of gooey caramel, and chunks of Milky Way

Prep Time 15 minutes
Total Time 15 minutes


  • 1 bag microwave popcorn, , popped (about 5 cups)
  • 6 oz chocolate chips, (I used a mix of semi-sweet and milk chocolate)
  • 4 oz caramels, , unwrapped
  • 3 Tbls half and half
  • 10 fun size Milky Way candy bars, , chopped


  1. Spread popcorn on a large baking sheet.
  2. Melt chocolate chips using microwave or a double boiler.
  3. Melt caramels and half and half together until smooth.
  4. Drizzle chocolate over popcorn. Toss to coat.
  5. Stir in candy pieces.
  6. Drizzle caramel over popcorn.
  7. Let sit to harden for a couple hours.


Adapted from Two Peas & Their Pod

Nutrition Information



Serving Size


Amount Per Serving Calories 353Total Fat 17gSaturated Fat 9gTrans Fat 0gUnsaturated Fat 5gCholesterol 6mgSodium 176mgCarbohydrates 51gFiber 3gSugar 37gProtein 4g

Did you make this recipe?

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This is linked to Jennifer Cooks Fusion Friday

Erin S
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Friday 24th of August 2012

We featured this recipe in our Food Trend Friday post. You can check it out here. Thanks

Tracy @ Daily Deal Blog

Friday 3rd of February 2012

The kids will love this another great idea from you. I’m going to make this for tomorrow! Thanks!

Happy When Not Hungry

Thursday 2nd of February 2012

Wow this looks amazing! I def have to try this. Yum!

Cassidy Sohn

Thursday 2nd of February 2012

Appreciate you sharing, great blog.

Kiri W.

Thursday 2nd of February 2012

Wow! I don't even like popcorn, but I think with the Milky Way, I could get over myself ;) Yummm.

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