Chocolate Covered Caramel corn

from here

2 bags microwavable popcorn (I used 1 cup (before popping) of air popped - no salt)
4 tbsp butter, cut into pieces
1 cup packed brown sugar
1/2 c. light corn syrup
2/3 c. sweetened condensed milk
1 tsp vanilla extract
12 oz bag of semi-sweet chocolate chips

Pop popcorn and put into large roasting pan or two 9x13 pans. You should have approximately 24 cups of popped corn. Remove as many unpopped kernels as you can. Turn the oven to 250 degrees and place the popcorn in the oven to keep warm.

Place the butter, sugar, and corn syrup in a medium saucepan over medium heat. Stir until the sugar melts, and continue to cook, stirring, until the butter is melted and the candy begins to boil.

Stir in the condensed milk and insert a candy thermometer. Continue to cook the mixture stirring occasionally until the candy reaches 238 degrees. Remove it from the stove and stir in the vanilla (I think we forgot to do this).

Take the popcorn out of the oven, pour caramel over it, stirring so the pieces are evenly coated.

Return the popcorn to the oven and bake for 45 minutes. Stir every 10 minutes.

If you do a half batch or use 2 pans, cooking time will be ~25 mins. It is done with the caramel darkens and bubbles all over the pan.

Remove the popcorn from the oven and allow it to cool completely at room temperature before breaking it into pieces by hand.

Place the chocolate chips in a large microwave-safe bowl and microwave until melted.
Pour chocolate over caramel and to coat the pieces. I only chocolate covered half of it and then mixed it together. Put the chocolate covered corn in the refrigerator to quickly set (about 15 mins).

Store in an airtight container.