Chocolate Popcorn Crunch

1/2 cup popcorn
salt
2 Tbsp. butter
1/2 cup chocolate chips
12 large marshmallows
1 Tbsp. water

Pop corn and salt to taste; set aside. In large saucepan melt butter over low heat. Add chocolate chips, marshmallows and water. Stir constantly over low heat until melted and smooth. Stir in popcorn until all is chocolate coated. Spread out on cookie sheet to cool.