Caramel Popcorn


6 quarts popped popcorn
1 3/4 cup Virginia peanuts
1 cup butter
1-16oz. package brown sugar
1/4 cup light corn syrup
1/4 cup molasses
1/2 teaspoon salt
1 teaspoon vanilla

Place popcorn and peanuts in a large mixing bowl.  Melt butter in a large saucepan.  Stir in brown sugar, corn syrup, molasses, and salt.  Bring to a boil over medium heat, stirring constantly.  Boil for five minutes, stirring occasionally.  Remove from heat and stir in vanilla.  Pour mixture over popcorn and peanuts until well coated.  Pour into two lightly greased 13″ x 9″ pans.  Bake at 250 degrees for 45 minutes, stirring every 15 minutes.  Cool.