Popcorn Cake

Directions

1. 1
   Place the popped popcorn in a large bowl or roasting pan.
2. 2
   In a saucepan, combine the marshmallows, caramels and butter. Heat on low until melted, stirring occasionally.
3. 3
   Pour the caramel mixture over the popcorn and mix well.
4. 4
   Working quickly so that it doesn't harden too fast, stir in peanuts and M&Ms.
5. 5
   Press into a well-greased 10-inch tube pan. Cool until firm.
6. 6
   Remove from pan and cut with a serrated knife.