Chocolate Peanutty Popcorn

Put popcorn into a 17-by-11-inch baking pan.

In a medium saucepan, combine sugar, corn syrup and margarine.  Cook and stir over medium heat until mixture boils.  Remove pan from heat.

Stir in peanut butter chips, chocolate chips, peanuts and vanilla until chocolate and peanut butter chips are melted.

Pour the hot chocolate mixture over popcorn.  Stir gently to coat.

Bake in a 300-degree oven for 45 minutes, stirring every 15 minutes.

Spread on a large piece of waxed paper.  Cool completely.