Pop popcorn in air popper and spread on buttered or silpat covered baking sheet.

Over medium high heat bring brown sugar, water, and butter to boil

Boil a few minutes then drizzle over popcorn stirring and folding to cover.

Sprinkle salt over popcorn to taste and add nuts if wanted

Put in 300° oven for 30 minutes stirring ever 10 minutes

Melt and temper chocolate

When done baking drizzled milk and white chocolate over pan and place in fridge to set and cool.