Ingredients to make a 3 -quart size caramel popcorn bowl or two smaller bowls:

• 1-pound container of Nestle Caramel or a 16-ounce package of vanilla caramels
• 2 Tablespoons hot water
• 2 Quarts of plain, popped popcorn
• Pecan halves or other suitable decorations

1. Grease a 3-quart bowl or other suitable containers for shaping your popcorn bowl. You can also use an oval bowl, or a flat baking dish, or a loaf pan to form an interesting shape.

2. Place the popped popcorn into a large heatproof container such as a Dutch oven.

3. If necessary, unwrap the caramels. In a double boiler, heat the caramels with the hot water, stirring until smooth.

4. The melted caramels will be hot. Work carefully and quickly. Pour all but 2 tablespoons of the hot caramel over the popcorn and mix it with two forks until the popcorn is well coated.

5. When the mixture is just cool enough to touch, rub a small amount of butter or margarine on your hands, and carefully press the coated popcorn inside the greased bowl, completely lining the bottom and sides. Press firmly to form a bowl-shaped shell of popcorn that is about 1" thick.

6. Allow it to cool for about 15 minutes, and then very carefully loosen the popcorn bowl using a long, thin spatula.

7. Re-heat the remaining caramel syrup, and use it to glue the pecan halves or other decorations around the top of the bowl.

8. Wrap and keep the popcorn bowl in a cool, dry place until you are ready to serve.

9. Remove the popcorn bowl from its mold, place it in a serving compote or tray, and fill it with your choice of cookies or sweets.