I took a box, painted it white. Then I painted red stripes, leaving a spot to make the circle (I used a pan lid to make the circle). I cut holes out for his head and arms (cut the flaps off the open end of the box where the legs come out). I painted in the words POPCORN, popped some popcorn and hot glued it to the top of the box (while I watched TV) and to a cheap baseball cap. Waaalaaa! He won MANY costume contests with it.