Pop enough popcorn to fill about 16 cups and remove any unpopped kernels. Place the popcorn in a large mixing bowl.
Melt mini marshmallows and butter in a large pot over medium heat, stirring occasionally until smooth.
Pour the melted marshmallow mixture over the popcorn and stir to coat completely. Butter your hands lightly and shape the mixture into balls, placing them on a lined baking sheet.
Let the popcorn balls cool for 30 minutes to an hour.
Melt white candy melts according to package instructions. Dip the tops of each popcorn ball into the melted candy and place them back on the baking sheet. Add candy eyeballs before the coating sets.
Allow the candy coating to set before serving or storing.
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Notes
These treats are perfect for Halloween parties and can be made a day in advance!