Halloween Popcorn Crunch

In large buttered bowl, combine first 4 ingredients; set aside.

In medium saucepan combine sugar, corn syrup and water; bring to a boil.

Cook, covered 3 minutes.

Uncover and cook, without stirring, until mixture reaches hard-ball stage (260 F), about 4 - 5 minutes.

Add butter and vanilla; cook, stirring 1 minute.

Pour over popcorn mixture; toss quickly to coat.

Turn mixture out onto greased baking sheet and spread using buttered hands.

Cool and break into pieces.