Pop popcorn according to package instructions. Pour into a large bowl or strainer and try to remove any loose kernels that didn’t pop. Add candy corn and peanuts.

Unwrap caramels and place in a small saucepan with the heavy cream over medium heat. Cook, stirring continuously, until the caramel is melted and smooth.

Pour caramel over the popcorn and candies and use a long spoon to stir until popcorn and candies are mixed and coated well with the caramel.

Wet your hands just a bit, to prevent too much caramel sticking to them, then carefully (the caramel will still be hot) pick up a handful of the mixture and shape into a ball. Place popcorn ball on a sheet of wax paper, and repeat until popcorn mixture is gone*. Allow to sit on wax paper until caramel has hardened. You will end up with ~6 large popcorn balls. If not eating right away, store in an airtight container for 3-5 days.