Total Time
Prep 15 mins
Cook 5 mins

This is great for parties or any time. Looks pretty on a cake plate. Young and old enjoy this chocolate and popcorn combination. I have made this many times and has always been a hit.

Ingredients Nutrition

  • 3 quarts popped popcorn, remove unpopped kernels
  • 34 cup butter
  • 14 cup vegetable oil
  • 1 (16 ounce) bag miniature marshmallows
  • 1 (8 ounce) container roasted unsalted peanuts
  • 1 (16 ounce) bag M&M's plain chocolate candy (I use orange and black candy corn for Halloween and no nuts.)


  1. Butter a bundt pan.
  2. Melt butter, oil and marshmallows in a large saucepan.
  3. Pour popcorn into a large bowl.
  4. Large roasting pan works for me.
  5. Add nuts and candies.
  6. Pour melted marshmallow mixture over corn, nuts and candies.
  7. Mix well, working quickly.
  8. Press mixture firmly into pan.
  9. Turn cake out immediately onto a large plate.
  10. Let “set” overnight for easy cutting.
  11. You may also use a 13 x 9 x 2 inch buttered pan and leave in pan for cutting.
  12. For Halloween make balls.
Most Helpful

This cake was way too sticky the first time I made it. I tried making it a second time, and added about 2/3 of the marshmallows, 7 tbls of butter, and 1/8 c. oil. The second time it was less sticky, but the 5 year old was the only person in the family that liked it. One suggestion: Add the m&m's last, after you have stired everything else, to prevent them from melting from the hot marshmallow mixture. That part was much better the second time.

Jaxmom January 02, 2008

This cake was simple and good! I didn't like all the fat the recipe had, so I just used a half cup butter and it was just right. I also added a tsp of vanilla flavoring. I skipped the nuts, because I'm just not that fond of nuts. Kids love this kind of thing, though!

MNCupcake October 26, 2009

This recipe is great when you want something different. I made this for my son's boy scout group and they loved it.

t_buck January 20, 2008

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