Yellow popcorn, soybean oil, sugar, hydrogenatedpalm kernel oil, nonfat dry milk, soy lecithin(an emulsifier) salt, natural flavor, unbleached enriched flour(wheat flour ,niacin, reduced iron, thiamine mononitrate, riboflavin, folic acid), palm and soybean oil, cream cheese powder [dry blend of cream cheese (pasteurized milk and cream, cheese culture, salt, carob bean gum), non-fat milk, sodium phosphate], strawberry gelatin mix (sugar, dextrose, gelatin type B, sodium citrate, fumaric acid, artificial flavor, tricalcium phosphate, red 40), sugar, <2% of the following: vanilla powder (dextrose, nat. & art. flav., corn starch, alcohol, modified food starch, silicon dioxide), salt, corn starch. Contains MILK. Manufactured in a facility that handles wheat, milk, soy, egg, sesame, peanuts, and tree nuts. May contain bioengineered ingredient(s). Some of the products used are packed in a facility that also processes products containing: Peanuts, tree nuts, soybeans, milk, egg, fish, crustaceans shellfish and wheat ingredients.