Beary In Love Popcorn Tins Page 4 In LOVE with Popcorn

Eat Your Heart Out Popcorn Tins Page 7 Popped Through The Heart Gift Tower Page 12

Eat Your Heart Out Mailbox Page 10 Popped Through The Heart Gift Tower Page 15 Eat Your Heart Out Handouts Page 16

Nature Of Love Popcorn Tins Page 21

Popped Through The Heart Trio Popcorn Heart Popped Through Page 8 Decorating Kit The Heart Sampler Page 16 With Bear Page 9

2 ThePopcornFactory.com 800 541 2676 3 BEARY IN LOVE GRAND SAMPLER You know the feeling of falling in love for the first time? It’s exhilarating. Exciting. A lot like digging into our delicious Popcorn. Get that first time feeling with our Beary In Love Grand Sampler. It comes with Butter, Caramel, Cheese, Chocolate, Cinnamon Sugar, Cranberry and Ranch Popcorn flavors along with an assortment of goodies like Ghirardelli® Dark Chocolate Raspberry Squares, Harry & David® Truffles and Chocolate Covered Pretzels. 2lb 10oz C17420 l $59.99

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A | BEARY IN LOVE POPCORN TINS P Even if you're not wild about Valentine's Day, you'll find yourself B head over heels for our Beary In Love Popcorn tins. They come with all the delectable Popcorn you could want in Butter, Cheese, and Caramel or add White Cheddar in the 4-flavor tin, for the perfect combination of sweet and savory. 2-Gallon serves 32 cups and 3.5-Gallon serves 56 cups of Popcorn. U D P174230 l 2-Gallon, 3 Flavor (Pictured) l $36.99 P174240 l 2-Gallon, 4 Flavor l $42.99 P174330 l 3.5-Gallon, 3 Flavor l $42.99 P174340 l 3.5-Gallon, 4 Flavor (Pictured) l $48.99

B | BEARY IN LOVE DELUXE POPCORN TIN P Boxes of chocolate can be nice, but let's be honest. Once you've eaten your way through all the caramels, you've got a box full of assorted creams that will be sitting untouched til Easter. With our 2-Gallon Beary In Love Deluxe Popcorn tin, there are no "leftover" flavors - only pure deliciousness. It’s jam-packed with BEARY IN LOVE SAMPLER HEART FULL OF ROSES PAIL Drizzled Caramel Popcorn for the sweetness you crave, paired Who says you can only have one true love? We think our Beary In Love Sampler The only thing more romantic than a 1/2 gallon pail full of flowers is one full with White Cheddar Popcorn for a salty balance you’ll love. is proof enough that isn't true. With Caramel, Cinnamon and Sugar, Cornfusion™, of our delicious fresh Popcorn. Your beloved will never doubt your feelings Holds 32 cups of Popcorn. U D and White Cheddar Popcorn along with Harry & David® chocolates and other with just one taste of our Cookies & Crème Popcorn. 8 cups U D P174225 l $46.99 assorted goodies, you won’t be able to choose just one. 1lb 2oz P143235 l $32.99 C174226 l $39.99

4 ThePopcornFactory.com 800 541 2676 5 A Eat Your Heart Out A | EAT YOUR HEART OUT 5-TIER GIFT TOWER P Who needs diamonds? Show your love in the Personalize Your Gift! biggest of ways with our Eat Your Heart Out P 5-tier tower. It’s absolutely jam-packed with See Page 17 delicious Popcorn in Butter, Caramel, Cheese, Cinnamon Sugar, Cornfusion™, Ranch and White Cheddar along with an assortment D of other goodies including, Harry & David® Chocolate Truffles. 1 lb 6 oz. T1725 l $59.99

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B | EAT YOUR HEART OUT SAMPLER C | EAT YOUR HEART OUT 2-GALLON TIN SAMPLER P D | EAT YOUR HEART OUT POPCORN TINS P This is one area where it's totally cool if you play the field. You'll Romance getting a little dull? Liven things up with our Eat Your Heart Out Tin Sampler. The standby classic - the box of chocolates - gets the job done, but is a bit, shall we say… BORING. Give them the gift that really expresses your fall in love with every flavor in our Eat Your Heart Out Sampler, With 6 delicious flavors of our fresh Popcorn to choose from, there's no way you'll get affection with our Eat Your Heart Out Popcorn Tins. They come with Butter, Cheese, and Caramel flavors for that ideal mix of salty and sweet. and luckily you don't have to choose! It not only comes with bored. Dive into Butter, Caramel, Cheese, Cinnamon Sugar, Cracked Pepper and Sea Salt, Make it really exciting by adding a 4th flavor, White Cheddar. 2-Gallon Tins hold 32 cups, 3.5-Gallons holds 56 cups and the 6.5-Gallon tins hold tantalizing Butter, Cheese, and Caramel Popcorn but also a and White Cheddar along with a few select treats we’ve added to tickle your taste buds 104 cups of Popcorn. U D collection of other sweet treats for you to savor. 8 oz further. 1 lb 7 oz P172230 l 2-Gallon, 3 Flavor l $36.99 P172240 l 2-Gallon, 4 Flavor l $42.99 C172995 l $24.99 C17203 l $39.99 P172330 l 3.5-Gallon, 3 Flavor (Pictured) l $42.99 P172340 l 3.5-Gallon, 4 Flavor l $48.99 6 ThePopcornFactory.com P172030 l 6.5-Gallon, 3 Flavor (Pictured) l $57.99 P172040 l 6.5-Gallon, 4 Flavor l $63.99 800 541 2676 7 A B C

A | BEARY IN LOVE POPCORN BOWL B | NATURE OF LOVE SAMPLER C | EAT YOUR HEART OUT POPCORN TRIO Whether you have a date this Valentine's Day or not, the Beary In Love The best things are given with love. Bonus points if they end up in your You may be used to a box full of treats for Valentine's Day, but doesn't this Popcorn bowl is the perfect accessory for a hot night in. It comes with stomach. Our Nature Of Love Sampler fits the bill on both fronts. It pail look so much better? Especially since it's practically overflowing with three scrumptious flavors of our fresh Popcorn that are ideal for sharing… comes with our delicious Butter, Cheese, and Caramel Popcorn along our delicious Popcorn White Cheddar, Drizzled Caramel, and Chocolate or not. Dig in for Butter, Cheese, and Cookies & Crème for a Sweet n’ with a selection of other treats to satisfy whatever you’re craving. 10.5 oz flavors for you to dive into. It’s perfect for that special someone, or to Salty combo that is always sure to please. 8.8 oz U D keep all to yourself. 10.6 oz U D NA1764 l $24.99 C 13801V l $24.99 NA17220 l $19.99

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D | POPPED THROUGH THE HEART SAMPLER E | POPPED THROUGH THE HEART TRIO F | BEARY IN LOVE POPCORN KEEPSAKE BOX G | POPPED THROUGH THE HEART SAMPLER WITH BEAR There are lots of ways to say, “I love you,” but our Popped Through The They say the way to the heart is through the stomach, and we would have If you're wild about snacking (and really, who isn't?) then you'll love What could be better than a sweet, adorable teddy bear for your honey Heart Sampler is by far the most delicious. It comes with a decadent to agree. When you give them our Popped Through The Heart Trio, there our reusable Beary In Love Popcorn Keepsake Box. We’ve packed it this Valentine's Day? Adding delicious Popcorn to the mix. Thankfully, we’ve assortment of chocolate treats and other seasonal goodies, along will be no doubt how you feel. That’s because it’s filled to the brim with full of our Butter, Cheese, and Caramel Popcorn, so you’ve got serious got plenty of that in Butter, Caramel, and White Cheddar flavors for you with Butter, Caramel, and White Cheddar Popcorn. With so many our freshly popped Butter, Cheese, and Caramel Popcorn - three of our snackage you can enjoy anywhere. 4.8 oz U D to enjoy, along with decadent Harry & David® Chocolate Truffles. 7.9 oz delicious flavors, your message will be clear. 10.5 oz most popular flavors in one. 4 oz U D C174997 l $29.99 NA173201 l $29.99 C173997 l $24.99 C17320 l $19.99 800 541 2676 9 EAT YOUR HEART OUT MAILBOX Longing for the days when people sent REAL love letters? None of this swiping right nonsense or dropping into DMs. Bring back the old-fashioned LOVE At First Sight romance with our Eat Your Heart Out Mailbox. It has a nostalgic mailbox design, but most importantly, it’s jammed full of our Butter, Caramel, and White Cheddar Popcorn. We’ve also thrown A | POPPED THROUGH THE HEART in some chocolatey Harry & David® truffles for GIFT BASKET A an all-too perfect mix of salty and sweet. 7.5 oz They say love is blind, and that may be true. NA172201 l $39.99 Fortunately, love does have great taste. Take our Popped Through The Heart Gift Basket for example. It’s full of our delectable Caramel, Cheese, Cinnamon Sugar, Cranberry, Salted Bourbon Caramel, and Cinnamon Popcorn. We’ve also added cookies, coated pretzels and a variety of other treats to tickle your taste buds - it’s love at first bite. 2 lb 6 oz B17320 l $59.99

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EAT YOUR HEART OUT GRAND SAMPLER Love is in the air! Or is that the smell of freshly popped Popcorn? Eh, they're pretty much the same! Especially when you’ve got piles upon piles of Butter, Cheese, Caramel, Cinnamon Sugar, Drizzled Caramel, and Ranch Popcorn, along with Harry & David® truffles, coated pretzels, and a variety of the other sweet treats you crave. 1 lb 14 oz C172997 l $44.99

B | NATURE OF LOVE GIFT BASKET Nothing says Valentine's Day like rich, decadent chocolate. Except maybe buttery popcorn. Lucky for you, our Nature Of Love Gift Basket has both! Nosh on Cinnamon, Cheese, and Caramel Popcorn along with rich Ghirardelli® chocolate squares and an assortment of other goodies you’ll fall head over heels with. 15.5 oz

B13820VB l $29.99

10 ThePopcornFactory.com 800 541 2676 11 Tower of LOVE Don’t Forget B A to Personalize! Print a Photo or Message on a Hang Tag! We can print a photo or custom message. Labels and Greeting Cards also available. See page 17 for more information.

Look for this symbol next to P products that can be personalized!

A | POPPED THROUGH THE HEART 4-TIER GIFT TOWER P Planning the perfect romantic gift? A ring in the champagne? String quartet? 4 tiers of decadent Popcorn and other goodies? We have a winner! The Popped Through The Heart Gift Tower comes with piles of our Butter, Cheese, Caramel, and Ranch Popcorn along with Harry & David® truffles and a variety of other delicious treats C that are sure to capture anyone’s heart. 12.96 oz T1734 l $49.99

B | EAT YOUR HEART OUT 5-TIER GIFT TOWER P Who needs diamonds? Show your love in the biggest of ways with our Eat Your Heart Out 5-tier tower. It’s absolutely jam-packed with delicious Popcorn in Butter, Caramel, Cheese, Cinnamon Sugar, Cornfusion™, Ranch and White Cheddar along with an assortment of other goodies including, Harry & David® Chocolate Truffles. 1 lb 6 oz. T1725 l $59.99

C | 2-BOX NATURE OF LOVE GIFT TOWER P Like the classic box of chocolates, you know and love but better! Two boxes filled to the brim with our delicious fresh Popcorn in Butter, Caramel and White Cheddar. We’ve also added sweet treats like Harry & David® truffles and an assortment of other favorites. 8.44 oz T1382V l $34.99

12 ThePopcornFactory.com 800 541 2676 13 A | POPPED THROUGH THE HEART 2-GALLON B | POPPED THROUGH THE HEART POPCORN TINS WITH TIN SAMPLER P TRUFFLES P Sweets for your sweet? And yummy Popcorn too! It’s filled with Going out for Valentine's Day is so overrated. Spend the night cozied up indoors Caramel, Cinnamon Sugar, Cracked Pepper and Sea Salt, Ranch, Simply Irresistible with the rom-com of your choice, and our Popped Through The Heart Popcorn and White Cheddar Popcorn for an insane assortment of salty, Tins with Truffles. They’re full of movie-watching goodness, like our Butter, Cheese, sweet and everything in between. Also includes other sweet and Caramel Popcorn flavors along with chocolate truffles tucked in the heart for C treats you are sure to love including Harry & David® Chocolate B that traditional “box of chocolates” vibe. White Cheddar is included in the 4-flavor Truffles, cookies, and even more chocolate truffles tucked inside tins. 2-Gallon serves 32 cups, 3.5-Gallon serves 56 cups, 6.5-Gallon serves the heart belly band for a sweet surprise! 1 lb 104 cups of Popcorn. U D C17326 l $39.99 P173230 l 2-Gallon, Sweet, 3 Flavor l $36.99 P173240 l 2-Gallon, Sweet 4 Flavor l $42.99 A P173330 l 3.5-Gallon, Happy Valentine's Day, 3 Flavor (Pictured) l $42.99 P173340 l 3.5-Gallon, Happy Valentine's Day, 4 Flavor l $48.99 P173030 l 6.5-Gallon, Sweet, 3 Flavor l $57.99 P173040 l 6.5-Gallon, Sweet, 4 Flavor (Pictured) l $63.99

C | POPPED THROUGH THE HEART 3-TIER GIFT TOWER P Sharing is caring, and this Gift Tower has plenty enough freshly popped Popcorn to share with someone special...or not. With boxes full of delicious Popcorn, including Butter, Cheese, Caramel, and Ranch flavors, along with Harry & David® Truffles, we won’t hold it against you if you want to keep it all to yourself. 10 oz T173V l $39.99

2 Delicious Truf fles B Inside

2 Delicious Truf fles Inside

D | POPPED THROUGH THE HEART GRAND SAMPLER D Girl, forget him. This Valentine's Day, all you need is a romance novel, and our Popped Through The Heart Grand Sampler. It's chock full of deliciousness, including Butter, Cheese, Caramel, Cinnamon Sugar, Cornfusion™, Cranberry, Drizzled Caramel, and Ranch Popcorn along with Harry & David® Truffles, coated pretzels, and a variety of other Valentine’s treats. 2 lb 8 oz 14 ThePopcornFactory.com C1732010 l $49.99 800 541 2676 15 ORDER INFORMATION A ® *All prices and discounts are exclusive of applicable shipping charges and taxes. Items may vary and are subject to availability, delivery rules and times. Excludes items priced $19.99 and below. Offers cannot be combined, are not available on all products and are subject to restrictions, limitations and blackout periods. Offers valid through 2/29/20, unless otherwise noted. Prices and charges are FREE subject to change without notice. Void where prohibited. ©2020 The Popcorn Factory, Inc. **Prices and discounts are exclusive of applicable taxes. Products shipped via common carrier (FedEx, SHIPPING! UPS, etc.) weekday ground delivery service within the continental United States only. Upgraded shipping options and Saturday delivery are available for an additional shipping charge. Sunday Join Celebrations Passport® and enjoy Delivery Not Available. Items may vary and are subject to availability, delivery rules and times. Offer FREE Shipping/No Service Charge and available online only. Offers cannot be combined, are not available on all products and are subject to more exclusive benefits across our family restrictions and limitations. Offer valid through 12/31/20. Prices and charges are subject to change of brands including 1-800-Flowers.com®, ® ® ® without notice. Void where prohibited. 1-800-Baskets.com, Cheryl’s, Harry & David®, FruitBouquets.com®, The Popcorn Factory®, Substitutions | On occasion we may need to make a substitution to your order due to weather or product Simply Chocolate®, Personalization Universe®, availability to ensure your gift arrives on time. Be assured that the item we substitute will be of equal or greater value Goodsey®, Wolferman’s,® and Shari's Berries.® than the item you ordered. Of course, our full guarantee always applies! Every effort is made to ensure the accuracy of all information we provide. We reserve the right to correct inadvertent or typographical errors. • FREE SHIPPING! • No Service Charge Privacy Policy | We occasionally make our customer list available to companies whose products or services might be of interest to you. If you have moved, or prefer not to receive our catalog, please email us at • No Minimum Order Size [email protected], or call 800.842.0256. • Unlimited Deliveries

We’re Kosher! | Our Popcorn tins and select other products are kosher. Look for the world’s most widely accepted • And More! kosher trademark, U D , throughout the catalog. learn more PAYMENT INFORMATION ThePopcornFactory.com/passport-PopcornRecycle Please Logo for Print (teXt) Acceptable Credit/Debit Methods | Paypal, MasterCard, Visa, American Express and Discover. Make check or Following versions of the Recycle Please Logo should be used as instructed. VeRsion 1: BLue teXt (CMYK) VeRsion 3: BLACK teXt (grayscale) • Should be used on a light or white background • Should be used on a light or white background • Should NOT be used less than 15% of its • Should NOT be used less than 15% of its money order payable to: The Popcorn Factory. original size. original size.

Sales Tax | We collect applicable state and local sales tax. Sales tax rates apply to your entire order amount including shipping and handling.

VeRsion 2: White teXt (CMYK) VeRsion 4: White teXt (grayscale) • Should be used on a dark background • Should be used on a dark background • Should NOT be used less than 15% of its • Should NOT be used less than 15% of its BUSINESS GIFTING INFORMATION original size. original size. Business Gift Services | Our corporate service representatives will gladly assist you in setting up a business gift Order Deadlines for program. We can create custom products, add your corporate logo or enclose your business/greeting cards for any Valentine's Day Delivery occasion and any budget. Corporate billing is available upon credit approval. Please call 800.323.2676 8:30 am–5:00 pm CST, Monday–Friday. Standard Shipping Charges: February 11 @1pm CST DELIVERY INFORMATION Your gift will arrive on or before the date selected. If you require your gift to arrive on a specific date, expedited 2-Day Shipping Charges: delivery must be used to guarantee arrival on that date. Items may ship separately. Please check all addresses February 12 @11am CST carefully; we cannot extend our guarantee to orders that were provided with incorrect addresses. Standard Ground Delivery | For delivery to the 48 contiguous states, please add shipping and handling charges per recipient, based on shipping chart below. For expedited or International delivery please call 800.541.2676. Expedited Delivery Services Shipping & Handling Charges Per Recipient In addition to the regular shipping charges, the Merchandise Amount Shipping & Handling Merchandise Amount Shipping & Handling following will apply: Under $20.00 $7.99 $60.01 to $75.00 $15.99 • 2-Day Delivery (1–2 Business Days): $20.01 to $30.00 $10.99 $75.01 to $100.00 $17.99 $10.99 per item $30.01 to $40.00 $11.99 $100.01 to $125.00 $20.99 • Overnight Delivery: $20.99 per item $40.01 to $50.00 $12.99 $125.01 to $150.00 $22.99 • Saturday Delivery: $25.99 per item $50.01 to $60.00 $13.99 Over $150.00 15% of Total • APO/FPO: no additional charges • Alaska/Hawaii: $8.99 per item Bulk Delivery | Bulk shipping rates apply to orders weighing more than 200 pounds and sent to the same location. Please • Canada: Please Call 800-541-2676 To Order • International: Please Call 800-541-2676 To Order call 800.541.2676 8:30 am–5:00 pm CST, Monday–Friday for further information.

give your gifts a PERSONAL B TOUCH A| EAT YOUR HEART OUT VALENTINE'S DAY B| POPCORN HEART DECORATING KIT P

HAND OUTS Take those cut out hearts up a notch (or ten). Our Popcorn Heart Look for this symbol Like those cute little Valentine's Cards you handed out in grade school, decorating kit comes with everything you need to create adorable, throughout the catalog. OPTION 1: PHOTO LABEL OPTION 2: GIFT TAG OPTION 3: GREETING CARD but SO. MUCH. BETTER. Choose from 4 and 8 packs, each with Butter, It indicates gifts that can $5 EACH $5 EACH $4 EACH delicious Valentines. It comes with 6 Popcorn hearts and a range of Create a label with a photo, a personal Gift tags are perfect for towers and samplers. Include a fun seasonal greeting card be personalized. You can Cheese, Caramel, and White Cheddar Popcorn. They’re perfect for kids’ other delicious decorations to make the design your own. Great for message or both! The label comes affixed to Personalize your gift tag with a photo, a with your gift! You can write your own personalize gifts with a Valentine’s parties, but impressive enough for your adult coworkers kids AND kids at heart. 1 lb 10 oz the tin lid. We have lots of labels to choose cheerful message or both! Choose gift tag personal message, up to 5 lines with 30 as well. 4.75 oz - 9.5 oz U D photo, your own message or from each season and tin design. Shop from our designs fitting for each season. Shop from characters each. Choose from our festive NA12141 l $39.99 both! We make it easy. NA1724 l 4-Pack (Pictured) l $24.99 selection online. our selection online. card designs online. NA1728 l 8-Pack, 2 Of Each l $39.99 800 541 2676 17 Some messages need a little extra "POP"

NEW! CARDS WITH POP™ | $9.99** • FREE SHIPPING INCLUDED! Some messages need a little extra "POP" to get your point across. When words simply are not enough, send our Cards With Pop™. Each colorful box comes with a bag of our delicious Caramel or Cookies & Crème $ Popcorn, along with a specially chosen sentiment. One bite, and they'll get exactly what you mean. 6oz U D 9.99 With Caramel Popcorn With Cookies & Crème Popcorn Includes ea CWP123E12 l We Go Together Like... CWP124E12 l We Go Together Like... FREE** CWP123E15 l Valentine Conversation Hearts CWP124E15 l Valentine Conversation Hearts Shipping CWP123C11 l All Yo u Need Is Love CWP124C11 l All Yo u Need Is Love Use Promo Code CWP123A1 l Llama Fun Birthday CWP124A1 l Llama Fun Birthday CARDFS CWP123G l You Rock CWP124G l You Rock See Page 17 for more Visit CardsWithPop.com for a full list of fun messages! info 18 ThePopcornFactory.com 800 541 2676 19 A B NATURE OF LOVE POPCORN TINS We think this is the beginning of a love story like no other. Once you taste the scrumptious Popcorn in our Nature Of Love Popcorn Tins, we're sure you'll agree. They’re packed full of Butter, Cheese, and Caramel Popcorn for a triple threat of taste. 2-Gallon serves 32 cups and 3.5-Gallon serves 56 cups of Popcorn. U D P138230V2 l 2-Gallon l $36.99 P138330V2 l 3.5 Gallon l $42.99

A | BEARY IN LOVE TRIO B | BEARY IN LOVE HEART SAMPLER Give someone a BEARY good Valentine's Day with our Beary In Love Trio. Poets and scholars have tried to describe what love is for centuries, but we're The adorable bear on the outside is nothing compared to the delicious pretty sure it's this jam-packed Beary In Love Heart Sampler. How else would Popcorn inside. We’ve filled the box to the top with Butter, Cheese, and you describe a box filled to the top with Butter, Cheese, Caramel, Cinnamon Caramel corn, so you can get your snack on. 4.2 oz U D Sugar, Drizzled Caramel and Ranch Popcorn? Especially once you add Harry NA17420 l $19.99 & David® Truffles, coated pretzels, and an assortment of other goodies. Ah, true love! 1 lb 14 oz C138997V l $39.99

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C | NATURE OF LOVE GRAND SAMPLER D | BEARY IN LOVE ENVELOPE SAMPLER Show Them Maybe you'll meet "the one." Or maybe someone will give you our Nature Love comes in all shapes and sizes. For instance, the Beary In Love Envelope Of Love Sampler. Either way, you’ll love sinking your teeth into our fresh Sampler is small, but is jam packed with delicious Popcorn and other Popcorn in Butter, Caramel, Cheese, Cinnamon, Cornfusion™, Cranberry, goodies that will make a BIG impression on your heart. It comes with our Drizzled Caramel and Ranch flavors. It also comes complete with Harry & binge-worthy Butter, Caramel, and White Cheddar Popcorn along with David® Truffles and a variety of other seasonal delights. 2 lb 8 oz an assortment of extra goodies, including Harry & David® Truffles and The LOVE C1382010V l $49.99 Strawberry Jam Filled Cookies. 1 lb C17404 l $46.99 20 ThePopcornFactory.com with Popcorn 800 541 2676 21 Chocolate Covered Strawberry Popcorn

An unforgettable mix of our BACON CHEDDAR CARAMEL Strawberry Kettle Popcorn, drizzled S10BC 5oz S10CA 14.5oz with milk chocolate goodness and strawberry pieces...irresistible! S07CCS 15.2oz All Flavor Canisters $ 14.99ea. +S&H VALENTINE'S DAY KETTLE CHEESE CHEEZY JALAPEÑO S10VK 14.5oz S10CH 4.5oz S10CJ 5oz

COOKIES & CRÈME DOUBLE BUTTER DRIZZLED BUTTER TOFFEE DRIZZLED CARAMEL S07CC 15.2oz S10DBLB 3.5oz ALMOND PRETZEL S07DCA 15.2oz S07DBTAP 16.5oz

RANCH SALTED CARAMEL BOURBON TEXAS TOAST BUTTER WHITE CHEDDAR S10RA 5oz S07SBCA 12.5oz S10TTB 3.5oz S10WC 6.5oz Visit ThePopcornFactory.com/flavorguide

22 ThePopcornFactory.com for a full list of flavors Join The Club! Popcorn of The Month Clubs

A New Flavor To Love, Month After Month! Enjoy our newest specialty popcorn flavors all year long with our pay-as-you-go Popcorn of the Month Club. This subscription delivers a different flavor to enjoy each month.

Choose either a gallon pail or 5” canister and pick to begin delivery in February, March, April, or May. Cancel anytime. We know you’ll want this all for yourself, but it’s also the perfect gift for any popcorn lover.

Club Pails $19.99 Per Month +S&H

A Year Of Flavors Start In February Start In March Club January - Cracked Pepper & Sea Salt Chocolate Covered Cookies & Crème Feburary - Chocolate Covered Strawberry Strawberry Popcorn Popcorn Canisters March - Cookies & Crème Gallon Pail 5" Canister Gallon Pail 5" Canister $12.99 April - Tangerine Vanilla Caramel #K1G12FE • 29oz #K4551202 • 9oz #K1G12MA • 30oz #K4551203 • 9oz Per Month May - Mint Chocolate Chip $19.99/Month $12.99/Month $19.99/Month $12.99/Month +S&H June - Bacon Cheddar Start In April Start In May July - Mesquite BBQ August - Ranch Tangerine Vanilla Mint Chocolate Chip September - Caramel Apple Caramel Popcorn Popcorn October - Salted Caramel Bourbon Gallon Pail 5" Canister Gallon Pail 5" Canister #K1G12AP • 26oz #K4551204 • 7.5oz #K1G12MY • 29oz #K4551205 • 9oz November - Cranberry Kettle $19.99/Month $12.99/Month $19.99/Month $12.99/Month December - Holiday Cookie Dough 800 541 2676 25 Delicious Duets

DUETS | $44.99 P P The ultimate love triangle...but we won't tell. You won't be able to choose which you love more with our Popcorn Duets. Each two-part seduction comes with Caramel Corn, along with either Cookies & Crème, Chicken & Waffles, Salted Caramel Bourbon, or Dark Chocolate Drizzled Cherry Popcorn. Choose your favorites to create your own threesome - with your taste buds. Holds 40 cups of Popcorn.

CHICKEN & WAFFLES / SALTED CARAMEL BOURBON / DARK CHOCOLATE DRIZZLED CARAMEL POPCORN CARAMEL POPCORN CHERRY / CARAMEL POPCORN P126203 P126204 P126202

COOKIES & CRÈME / CARAMEL POPCORN P126201

SWEET POPCORN SAMPLERS | $29.99 Got a sweet tooth? We’ve got you covered. Choose from the 2 delicously sweet popcorn samplers below filled with 5 bags of Popcorn each. U D

CYO10 CYO11 Celebration Cornfetti Mint Chocolate Chip Drizzled Butter Toffee Almond Pretzel Chocolate Covered Strawberry Cookies & Crème Tangerine Vanilla Caramel Salted Caramel Bourbon Drizzled Caramel Caramel Cinnamon Sugar

800 541 2676 27 A B Find Your Perfect Pairing Personalize Your Gift! P See Page 17

A | SMILEY DOT POPCORN TINS P B | SMILEY DOT GRAND SNACK ASSORTMENT P They will smile at the sight of this bright tin filled for the next A 2-gallon tin is filled to the brim with Smiley Face Sugar Cookies, Jelly Beans, Sour Sassy Taffy, snack attack! 3-flavor tins are packed with lip-smackin' Butter, Smiley Face Chocolates, Dry-roasted Peanuts, and 5 flavors of popcorn: Cheese, Caramel, Cheese and Caramel Popcorn. A 4-flavor tin adds yummy White Nacho Cheese, Cracked Pepper & Sea Salt and Drizzled Caramel. 1 lb 12.7 oz. Cheddar Popcorn to the mix. U D C02720 l $44.99 P027230 l 2-Gallon, 3 Flavor (Pictured) l $36.99 P027240 l 2-Gallon, 4 Flavor l $42.99 P027330 l 3.5-Gallon, 3 Flavor (Pictured) l $42.99 P027340 l 3.5-Gallon, 4 Flavor l $48.99 A POP For Every Occasion

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SIMPLY RED POPCORN TINS P Simple doesn't have to mean boring, especially when Popcorn is involved! These tins may come in a classic red container, but you have your choice of mixing and matching a variety of Popcorn combos to meet your snacking needs. Choose from Butter, Cheese, and Caramel alone or combined in 2, 3, and even 4 flavor combos when adding White Cheddar. Your individualized mix of salty or sweet is right here! 2-Gallon serves 32 cups, 3.5-Gallon serves 56 cups, 6.5-Gallon serves 104 cups of Popcorn. U D 2-GALLON / 32 CUPS 3.5-GALLON / 56 CUPS 6.5-GALLON / 104 CUPS C | HANG IN THERE POPCORN TINS P D | BE FABULOUS POPCORN TINS P E | KIDS' LICENSED TREAT PAILS P08211 l Butter l $29.99 P08311 l Butter l $32.99 P08011 l Butter l $46.99 Put a spring back in their step with a popcorn Go wild for our Stand Tall & Be Fabulous Flamingo What's better than tasty treats and your kids' P08212 l Cheese l $29.99 P08312 l Cheese l $32.99 P08012 l Cheese l $46.99 pick-me-up featuring one lovable frog. This 3-flavor Popcorn Tin! This 2-gallon tin is filled with 32 cups of favorite characters? Add Popcorn, of course! Each P08213 l Caramel l $32.99 P08313 l Caramel l $36.99 P08013 l Caramel (Pictured) l $52.99 tin is filled with 56 cups of classic Butter, Cheese Butter, Cheese and Caramel gourmet popcorn. U D comes with a plastic tub with classic characters, P08214 l White Cheddar (Pictured) l $29.99 P08314 l White Cheddar l $32.99 P080212 l Butter & Cheese l $52.99 and Caramel popcorn. U D P114230 l $36.99 and is filled with Celebration Cornfetti and Butter P082223 l Caramel & Cheese (Pictured) l $36.99 P083213 l Butter & Caramel (Pictured) l $42.99 P080213 l Butter & Caramel l $56.99 ® P74330 l $42.99 Popcorn along with Jelly Belly Jelly Beans and super P08240 l Butter, Cheese, Caramel, l $42.99 P08340 l Butter, Cheese, Caramel, l $48.99 P08040 l Butter, Cheese, Caramel, l $63.99 fun character temporary tattoos. 7.75 oz & White Cheddar & White Cheddar & White Cheddar NA170TT l Thomas The Train™ l $19.99 NA170SS l Sesame Street® l $19.99 28 ThePopcornFactory.com Visit ThePopcornFactory.com for more flavor combinations! A | BIRTHDAY BALLOONS A POPCORN TINS P This party in a tin sends birthday wishes for another awesome year with Butter, Cheese, Celebrate Another Brilliant Year! and Caramel Popcorn. For extra fun, choose the 4-flavor option which includes Celebration Cornfetti. 2-Gallon serves 32 cups & 3.5-Gallon E serves 56 cups. U D P153230 l 2-Gallon, 3 Flavor l $36.99 P153245 l 2-Gallon, 4 Flavor l $44.99 3.5-Gallon, 3 Flavor $42.99 P153330 l l G P153345 l 3.5-Gallon, 4 Flavor l $48.99

B | BIRTHDAY BALLOONS POPCORN PAIL Filled With 8 Cups of deliciously festive Celebration Cornfetti Popcorn. U D P153510 l $32.99

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H | "SINGING" BIRTHDAY BRILLIANCE SAMPLER If you can’t be there to sing in person, this sampler box is the next best thing! When opened, the goodie-filled box “sings” the Happy Birthday tune. Birthday recipient will sample Cheese, Butter, and Caramel Popcorn and other delicious snacks. F 1lb 1oz C162995 l $29.99

E | BIRTHDAY BRILLIANCE F | BIRTHDAY BRILLIANCE G | BIRTHDAY BRILLIANCE PREMIUM 4-TIER TOWER P POPCORN TINS P SNACK ASSORTMENT P This gift will tower above the others! Make birthday wishes come true! This stunning Send a brilliant birthday smile with the Birthday 4-tiers of delicious birthday wishes are tin includes Butter, Cheese, and Caramel Brilliance Premium Snack Assortment! Bursting C | BIRTHDAY BALLOONS SINGING SAMPLER P D | BIRTHDAY BALLOONS 4-TIER TOWER P wrapped in love! Tiers include Caramel, Popcorn in the 3-flavor variety, or amp up the with 6 delicious flavors of Popcorn: Butter, Can't carry a tune? When opened this sampler will do the "Happy Birthday" Popcorn tastes great at any age! Celebrate another year wiser with 6 Butter, Cheese, Cracked Pepper & fun with our Celebration Cornfetti included Cheese, Caramel, White Cheddar, Drizzled singing for you! Celebrate that special someone's birthday with the "pop" flavors of Popcorn: Butter Caramel Cheese Chocolate White Cheddar Sea Salt, Drizzled Caramel, and White in the 4-flavor tin. 2-Gallon serves 32 cups Caramel and Cracked Pepper & Sea Salt. Topped and splendor of Cheese Celebration Cornfetti and Chocolate Popcorn and Celebration Cornfetti. Also includes a cupcake shaped cookie and Cheddar Popcorn. Also includes a & 3.5-Gallon serves 56 cups. U D off with chocolate chip cookies, chocolate plus assorted snacks. 1lb 8oz assorted delicious treats. 2lb 5oz cupcake shaped cookie and other festive P162230 l 2-Gallon, 3 Flavor l $36.99 covered pretzels, and a variety of other C153997 l $36.99 T1534 l $52.99 treats. 2lbs 2oz P162245 l 2-Gallon, 4 Flavor l $44.99 treats sure to make it the best birthday ever! T1624 l $52.99 P162330 l 3.5-Gallon, 3 Flavor l $42.99 2lbs 30 ThePopcornFactory.com P162345 l 3.5-Gallon, 4 Flavor l $48.99 C162313 l $56.99 A | NEW! THANKS A BUNCH POPCORN TINS A A card is nice and all, but there are better ways to say D "thanks" - our NEW Thanks A Bunch Popcorn Tins! With Butter, Cheese, and Caramel Popcorn filled to the top, Poppi n ' it’s the perfect way to show your appreciation. If you are really grateful, add a 4th flavor of White Cheddar to the mix. 2-Gallon serves 32 cups and the 3.5-Gallon serves 56 cups, of Popcorn U D With Gratitude P178230 l 2-Gallon, 3-Flavor l $36.99 P178240 l 2-Gallon, 4-Flavor (Pictured) l $42.99 P178330 l 3.5-Gallon, 3-Flavor (Pictured) l $42.99 P178340 l 3.5-Gallon, 4-Flavor l $48.99

B | NEW! THANKS A BUNCH SAMPLER Say thank you in a way they'll remember. The Thanks A Bunch Sampler is packed full of delicious Popcorn and other treats they won't soon forget. One bite of our Butter, Cheese, Caramel, and White Cheddar Popcorn, and you’ll always be "the one with the awesome thank you gift.” 8 oz C17828TY l $24.99

C | NEW! THANKS A BUNCH KEEPSAKE BOX If the words don't always come easily, express your gratitude with Popcorn instead. When you present our Thanks A Bunch Keepsake Box, they'll have no doubt of your appreciation, since it's packed full of Butter, Cheese, and Caramel Popcorn. It’s E perfect for coworkers, clients, or friends. 4.8 oz U D C178996 l $29.99

Personalize Your Gift! P See Page 17

D | NEW! THANKS A BUNCH GRAND SAMPLER B C Tell them thank you in the most delicious way possible with our grand sampler. It’s loaded with Cinnamon Sugar, Cheese, Drizzled Caramel, Cranberry, Butter, Ranch, Caramel, and Cornfusion™ Popcorn along with Harry & David® Truffles, coated pretzels, and a mix of other goodies. One bite, and your recipient may thank you too in return by sharing a handful (but probably not). 2 lb 13 oz C178313TY l $49.99

E | NEW! DELICIOUS OCCASIONS 5-TIER GIFT TOWER P Big gestures require big gifts. Thankfully, you have our 5-tier Delicious Occasions Gift Tower. That's 5 layers of delicious Popcorn and other treats to express your gratitude, say Congrats or even just "Hi." It comes with Cheese, Cinnamon Sugar, Ranch, White Cheddar, Cornfusion™, Caramel, and Butter Popcorn along with Harry & David® Truffles and other sweet favorites. 1 lb 6 oz T1785TY l 5-Tier Gift Tower (Pictured) l $59.99 T1783TY l 3-Tier Gift To w e r l $44.99

32 ThePopcornFactory.com 800 541 2676 33 I'VE BEEN FRAMED! POPCORN TINS P Capture a special moment on our I’ve Been Framed! popcorn tins. Outside, they're cheery green with a colorful magnet New Season, to frame the photo of your choice. Inside, it's full of delicious Popcorn in Butter, Cheese, and Caramel. Ideal as a gift, but it’s no crime to keep it to yourself. For $5 more, simply upload your image on our website and we will include it on your gift. New Snackage 2-Gallon serves 32 cups, 3.5-Gallon serves 56 cups, 6.5-Gallon serves 104 cups. U D P08230SM l 2-Gallon l $41.99 P08330SM l 3.5-Gallon l $47.99 P08030SM l 6.5-Gallon l $62.99

BUTTERFLIES UNLEASHED POPCORN TINS P Like a butterfly’s cocoon, the most beautiful thing about these Butterflies Unleashed Tins is what’s inside. Each one is piled high with our delectable Popcorn in Butter, Caramel, and Cheese Flavors along with White Cheddar for the 4-flavor tins.2-Gallon serves 32 cups & 3.5-Gallon serves 56 cups. U D P176230 l 2-Gallon, 3 Flavor l $36.99 P176240 l 2-Gallon, 4 Flavor (Pictured) l $42.99 P176330 l 3.5-Gallon, 3 Flavor (Pictured) l $42.99 P176340 l 3.5-Gallon, 4 Flavor l $48.99 34 ThePopcornFactory.com 800 541 2676 35 VALENTINE'S DAY 2020 ThePopcornFactory.com 800-541-2676

ST. PATRICK'S DAY GIFTS Corned beef and cabbage isn’t for everyone. Luckily, Popcorn is universal - on St. Paddy’s Day and any other. A | ST. PATRICK'S DAY POPCORN TINS P177230 l 2-Gallon, 3 Flavor l $36.99 P177330 l 3.5-Gallon, 3 Flavor l $42.99

B | ST. PATRICK'S DAY SAMPLER C177996 l $24.99 Visit ThePopcornFactory.com for more info!