There’s just something about a sweet and salty snack that makes you want to come back for more — and my Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe hits all the right notes! This is the kind of treat that brings a festive twist without any fuss, perfect whether you’re hosting a spooky party or just looking for a fun snack to enjoy while binge-watching your favorite Halloween movies. Trust me, you’ll love how the popcorn gets this delightful crunch from Oreos, a creamy coat from white chocolate, and pops of color and flavor from those cookie-filled M&M’s. Let’s unwrap this recipe together — you’re going to love making it as much as eating it!
Why You’ll Love This Recipe
- Perfectly Balanced Flavors: The saltiness of popcorn meets the creamy sweetness of white chocolate and crunchy Oreos for an irresistible combo.
- Easy to Make: You don’t need any fancy equipment or tons of ingredients—just simple pantry staples and a microwave.
- Festive & Fun: M&M’s and Halloween sprinkles bring vibrant pops of color that excite both kids and adults alike.
- Great for Sharing: Whether it’s a party or just a cozy night in, this recipe makes about 10 cups, perfect for snacking or gifting.
Ingredients You’ll Need
These ingredients work together like a charm to create that nostalgic, festive feel. I usually find everything at my local grocery store, and if you want to skip any step, I have some swaps and tips below.
- Popped popcorn: Use plain, unsalted popcorn for the best flavor, so you can control the saltiness from the mix-ins.
- Miniature marshmallows: These help add a little chewy texture and hold the popcorn together gently.
- White chocolate melting wafers: I recommend melting wafers because they melt smoothly and coat the popcorn evenly without clumping.
- Halloween sprinkles: For that fun, festive flair! You can find these seasonal sprinkles in almost any grocery store during fall.
- Oreo cookies: Crushing these into fine crumbs gives a delightful crunch and chocolate kick throughout.
- M&M’s (Cookies & Scream variety): These are my personal favorite for this recipe — their cookie-filled center adds an awesome texture contrast.
Variations
I love customizing this Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe depending on the occasion or who I’m sharing with. Feel free to mix it up and make it your own — it’s surprisingly forgiving!
- Milk or dark chocolate instead of white chocolate: When I swapped in dark chocolate once, the flavor was richer, and my family loved the slight bitterness alongside the sweet marshmallows.
- Different M&M flavors: Peanut or plain M&M’s work well too if you want a nuttier crunch or just what you have on hand.
- Gluten-free option: Use gluten-free Oreos or substitute with chocolate cookie crumbs to keep everyone happy.
- Add nuts or pretzels: For an extra crunch, sometimes I toss in salted pretzels or chopped pecans — it’s addictive!
How to Make Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe
Step 1: Prep Your Popcorn and Marshmallows
Start by dividing your popped popcorn and miniature marshmallows evenly into two large mixing bowls. This makes it easier to coat each batch with a different flavor — trust me, the contrast is fun and delicious! I usually use air-popped popcorn for that fresh crunch without added oils.
Step 2: Melt the White Chocolate Carefully
Place half the white chocolate melting wafers in a microwave-safe bowl. Heat it at 50% power for 45 seconds, then stir. Repeat in 15-second bursts, stirring each time, until the chocolate is fully melted and creamy. I’ve found that melting slowly prevents burning and keeps the texture silky smooth, which helps with even coating.
Step 3: Combine Popcorn with Chocolate and Sprinkles
Pour the melted white chocolate into one bowl of popcorn and marshmallows. Stir gently but thoroughly to coat everything evenly. Then, add your Halloween sprinkles and toss again so that festive color gets sprinkled everywhere. This part is where the magic starts to happen — everything smells and looks so good!
Step 4: Add Candy and Spread Out
Dump this coated popcorn onto a large tray lined with parchment paper, then scatter half the M&M’s over it. This lets the chocolate set just a little without squishing the candies. I always line my tray because it makes clean-up a breeze and prevents sticking.
Step 5: Repeat Coating with the Second Batch
Now melt the rest of the white chocolate wafers using the same slow heat method. Pour the melted chocolate into the other bowl of popcorn and marshmallows, stirring until coated. Gradually add the crushed Oreo cookie crumbs while stirring gently — they should lightly cover the popcorn for that crumbly texture without clumping.
Step 6: Finish and Chill
Spread this Oreo-coated popcorn on the opposite side of your tray. Sprinkle on the rest of the M&M’s and pop the whole tray into the fridge for about 5 minutes. This helps everything set so it’s easy to break apart and enjoy later. I’ve found that skipping the chill step can make it messy, so don’t skip it!
Step 7: Break Apart and Store
Once chilled, break the popcorn into chunks and store it in an airtight container or tightly sealed bag to keep it fresh. The balance of textures here is perfect — sweet, crunchy, and just the right amount of gooey.
Pro Tips for Making Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe
- Low and Slow Chocolate Melting: Taking your time melting the chocolate prevents scorching and keeps it silky, which ensures even coverage on the popcorn.
- Divide & Conquer: Separating the popcorn into two batches lets you create two unique flavor profiles that still mesh beautifully.
- Use Parchment Paper: Lining your tray with parchment is a game changer for easy clean-up and stopping sticky messes.
- Chill Before Breaking: Don’t skip refrigerating before you break the popcorn apart — it makes for cleaner pieces and less sticky fingers.
How to Serve Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe

Garnishes
I like to finish off my popcorn with just a few Halloween-themed sprinkles for maximum festive effect — a little goes a long way! Sometimes I’ll toss in mini candy eyeballs or edible glitter if it’s for a party to really wow guests.
Side Dishes
This popcorn pairs beautifully with simple sides like warm apple cider or a creamy pumpkin dip. I’ve also enjoyed it alongside a charcuterie board with cheeses and crackers for a sweet-savory combo that surprises everyone.
Creative Ways to Present
For Halloween parties, I love serving this popcorn in clear cello bags tied with orange and black ribbon — it makes a perfect little party favor! You could also layer it in mason jars or cute paper cones to amp up the seasonal vibe.
Make Ahead and Storage
Storing Leftovers
I keep leftovers fresh by storing the popcorn in an airtight container at room temperature. It stays crunchy and tasty for up to a week, which is great for those days when you just want a quick treat without making a whole batch.
Freezing
While I don’t usually freeze this popcorn because of the texture of the chocolate and cookies, you can if you wrap it tightly in foil and place it inside a freezer bag. Defrost at room temperature before serving to keep the flavors balanced.
Reheating
Popcorn like this doesn’t need reheating, but if it feels a little stale, I gently warm a small batch in the microwave for 5-10 seconds to refresh the chocolate’s smoothness without melting the candies.
FAQs
-
Can I use regular chocolate chips instead of melting wafers?
Yes, you can substitute regular white chocolate chips, but be sure to melt them slowly and stir often to avoid burning. Melting wafers tend to melt more smoothly and coat popcorn evenly, but chips will work in a pinch.
-
How do I crush Oreos without making a mess?
I like to place the Oreos in a sealed plastic bag and gently crush them with a rolling pin or the bottom of a heavy glass. This contains crumbs and lets you control how fine or chunky you want them.
-
Can I make this recipe vegan or dairy-free?
Definitely! Use vegan white chocolate or a dairy-free chocolate alternative and vegan marshmallows. Just make sure to check that the Oreos and M&M’s fit your dietary choices, as some varieties contain dairy.
-
What’s the best way to serve this for a party?
I recommend portioning it into individual clear bags or cups with festive ribbons or tags. It makes grabbing a snack easy and adds to your Halloween decor.
-
Can I substitute the Halloween sprinkles with something else?
Yes! If you don’t have Halloween sprinkles, regular rainbow or seasonal colored sprinkles work great too. You could also try crushed candy canes for a peppermint twist if you want to get creative.
Final Thoughts
Honestly, I absolutely love how this Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe comes together — it’s simple, festive, and just plain fun to make. I remember the first time I tried this combo; I couldn’t stop snacking for days! Whether you’re making it for family movie nights, Halloween parties, or as a thoughtful gift, it’s sure to delight. So don’t hesitate, gather your ingredients and try this recipe out — I have no doubt it’ll become one of your new seasonal favorites too.
Print
Halloween Popcorn with M&M’s, Oreos, and White Chocolate Recipe
- Prep Time: 5 minutes
- Cook Time: 5 minutes (melting chocolate)
- Total Time: 10 minutes
- Yield: 10 cups
- Category: Snack
- Method: Microwaving/Mixing
- Cuisine: American
- Diet: Vegetarian
Description
This festive Halloween Popcorn Recipe combines sweet and crunchy flavors with a fun mix of miniature marshmallows, melted white chocolate, sprinkles, Oreo crumbs, and M&M’s. It’s a perfect treat for Halloween parties or anytime you want a spooky yet delicious snack. The popcorn is coated in creamy white chocolate and decorated with colorful candies and cookie crumbs, making it both visually appealing and tasty.
Ingredients
Popcorn Mixture
- 6 cups popped popcorn
- 2 cups miniature marshmallows
Chocolate Coating and Toppings
- 1 (10 ounce) bag white chocolate melting wafers
- ¼ cup Halloween sprinkles
- 10 Oreo cookies, crushed into fine crumbs
- 1 bag M&M’s (Cookies & Scream variety recommended)
Instructions
- Divide Popcorn and Marshmallows. Place the 6 cups of popped popcorn and 2 cups of miniature marshmallows evenly into two separate bowls, ensuring equal amounts in each bowl for even coating later.
- Melt First Half of Chocolate. Put half of the white chocolate melting wafers into a microwave-safe bowl. Heat on 50% power for 45 seconds, stir, and repeat in short intervals until the chocolate is fully melted and creamy.
- Coat First Popcorn Bowl. Pour the melted white chocolate into one bowl of popcorn and marshmallows. Stir thoroughly until all the popcorn and marshmallows are evenly coated with chocolate. Add ¼ cup Halloween sprinkles and toss gently to combine.
- Set First Layer on Tray. Spread the coated popcorn mixture onto one side of a tray lined with parchment paper. Sprinkle half of the M&M’s over this layer.
- Melt Remaining Chocolate. Repeat the melting process with the remaining white chocolate wafers until smooth and creamy.
- Coat Second Popcorn Bowl. Pour the melted chocolate into the other popcorn and marshmallow bowl. Stir to coat thoroughly. Slowly add the crushed Oreo cookie crumbs while stirring until the popcorn is evenly coated with a crumbly layer.
- Set Second Layer on Tray. Spread this mixture onto the opposite side of the parchment-lined tray. Top with the remaining M&M’s candies.
- Chill and Serve. Refrigerate the tray for 5 minutes to set the chocolate. Once set, break apart the popcorn into clusters and store in a tightly sealed bag to maintain freshness.
Notes
- Use half power while microwaving chocolate to prevent scorching.
- Stir chocolate frequently while melting to achieve a smooth consistency.
- Chilling helps the chocolate set quickly and makes it easier to break apart.
- You can substitute white chocolate wafers with white chocolate chips if necessary.
- For a nutty twist, consider adding chopped peanuts or almonds to the popcorn mix.
Nutrition
- Serving Size: 1 cup
- Calories: 190
- Sugar: 20g
- Sodium: 95mg
- Fat: 9g
- Saturated Fat: 5g
- Unsaturated Fat: 3g
- Trans Fat: 0g
- Carbohydrates: 27g
- Fiber: 1g
- Protein: 2g
- Cholesterol: 5mg


