Milk Chocolate Fudge Covered Popcorn Bars

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Did you know that December 16th is National Chocolate Covered Anything Day? Welcome delicious Milk Chocolate Fudge Covered Popcorn Bars! 

This post is sponsored by Eagle Brand® Sweetened Condensed Milk, a product that is always in my pantry and a product I’m honored to feature. All opinions, recipe, and photos are my own. #ad

Milk Chocolate Fudge Covered Popcorn Bars recipe

National Chocolate Covered Anything Day most certainly has to be a much celebrated, favorite day for chocoholics, wouldn’t you say?  Being that I am indeed a certified, bonafide chocoholic, it’s true.  This day rocks! 

eagle brand

So, to honor the occasion, I could not imagine missing anything covered in chocolate any day of the year.  So, I took one of my favorite treats, marshmallow popcorn bars and covered them with rich milk chocolate fudge, using one of my favorite ingredients, Eagle Brand® Sweetened Condensed Milk

Sweetened Condensed Milk!  Ta-da! Milk + Sugar. That’s it.  It adds natural sweetness and a rich, decadent texture to create the perfect base for hundreds of recipes.

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If you’ve ever made fudge, you know how popular and super easy it is to incorporate Eagle Brand® Sweetened Condensed Milk into your favorite holiday recipes, like these Cookie Dough Bars, these Coconut Macaroon Cookies and Easy S’mores Fudge

It’s a cinch to make desserts, especially this popcorn recipe with fudge!

Milk Chocolate Fudge Covered Popcorn Bars

These fudge covered popcorn bars are so much fun to eat and are a wonderful treat to serve for all kinds of parties, holidays, gifting.  

Milk Chocolate Fudge Covered Popcorn Bars

Milk Chocolate Fudge Covered Popcorn Bars

They are perfect for a quick delicious pick-me-up yummy snack. 

Plus, you can add whatever add-ins you want to customize these popcorn bars each time you make them.  I’ve made these so many times now and I’ve added crispy cereals, extra marshmallows, salty peanuts, pretzels, candies, sea salt…the sky’s the limit if you want to go there. 

easy no bake dessert

Hope you enjoy and revel in #ChocolateCoveredAnythingDay with #EagleBrand and make these incredible Milk Chocolate Fudge Covered Popcorn Bars!   

The chocoholics in your life will definitely thank you for this delicious popcorn recipe with fudge! 

Milk Chocolate Fudge Covered Popcorn Bars

Check out more recipes and information about Eagle Brand® Sweetened Condensed Milk today!

More Sweet Snacking!


Milk Chocolate Fudge Covered Popcorn Bars

Milk Chocolate Fudge Covered Popcorn Bars

Kim Lange
These delightful Milk Chocolate Fudge Covered Popcorn Bars are awesome treats for parties, holidays or for a quick delicious pick-me-up snack.
5 from 4 votes
Prep Time 20 minutes
Course Dessert
Cuisine American
Servings 18 bars


Popcorn Bar Mixture

  • 5-7 cups popcorn popped, depending on how crunchy you want & if adding in add-ins, use 5 to 6 cups of popcorn. (I used microwave popcorn)
  • Optional Add-ins:
  • 2-3 cups cereal like rice krispies or cheerios
  • 1 cup salty nuts pretzels or candies or mixture
  • ½ cup marshmallows if you love marshmallow chunks

Marshmallow Mixture

  • 4 tablespoons butter
  • 1 10 oz. bag mini marshmallows

Milk Chocolate Fudge Topping

  • 11.5 oz bag of milk chocolate chips (1 ½ cups)
  • 1 14 oz can Eagle Brand® Sweetened Condensed Milk
  • Optional: sea salt


  • Line with tinfoil and lightly butter or grease a 9x13'' pan.

Popcorn Bar Mixture

  • Measure out popcorn, cereal and any other add-ins you want into a large mixing bowl.

Marshmallow Mixture

  • Place butter in a large saucepan and melt over low heat.
  • Once melted, add miniature marshmallows. Stir constantly until marshmallows are melted and mixture is smooth.
  • Pour the marshmallow mixture over the popcorn mixture and fold gently to combine well. Mixture will be very sticky.
  • Pour mixture into greased pan, spread out and press gently into the pan using fingertips or spatula, Don’t compact the bars too tightly. Let bars cool down before adding fudge layer.

Milk Chocolate Fudge Layer

  • Mix the chocolate chips and condensed milk together in a microwavable bowl and microwave for 30 seconds. Stir and repeat microwaving 30 seconds more and stir until smooth and chips are melted. If chips are not melted, microwave for additional 30 seconds, stirring and repeating until smooth. (It usually takes way less than 2 minutes.)
    Working quickly, pour the chocolate fudge on top of the popcorn mixture and spread out over popcorn bars. Add sea salt on top if you desire.
  • Place popcorn mixture in fridge for 5 minutes to set, then transfer to countertop to continue setting up 20 minutes before cutting. Pull the bars out by gripping the tin foil on sides of pan and place on cutting board, cut and serve.  Seal in air-tight container for storing.


Makes 18 to 24 bars depending on how big you want to cut them.  
Popcorn Bars are best made not too gooey and better with more popcorn and goodies for a more crunchy/crispier texture with the fudge topping.
Keyword bars, eagle brand, fudge, milk chocolate, popcorn bars, snack, sweetened condensed milk
Tried This Recipe?Let us know how it was by commenting below!


  1. Milk Chocolate Fudge and Popcorn Fudge? You can count on me! Indeed, using popcorn sounds like a unique way – it’s like a new twist on traditional rice crispy treats. Delightful!

  2. I’m not joking, I could eat sweetened condensed milk plain with a spoon. But I’d much rather have a few of these bars–the look phenomenal!

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