Steps:

• Spray large shallow roasting pan with cooking spray. Add popcorn and place in preheated 250 degrees F oven while preparing caramel.
• Mix brown sugar, corn syrup, butter and salt in a heavy 2-quart saucepan. Stirring constantly, bring to a boil over medium heat.
• Boil 5 minutes without stirring. Remove from heat. Stir in baking soda and vanilla; mix well.
• Pour syrup over warm popcorn, stirring to coat evenly.
• Bake for 45 minutes, stirring occasionally. Remove from oven and spread on foil that has been sprayed with cooking spray.
• Cool; break apart. Store in tightly covered container.

Steps:

• Preheat oven to 350 degrees F (175 degrees C). Grease and flour 3 - 9 inch round pans. Sift together the flour, baking soda and salt. Set aside. In a small saucepan, heat water and 4 ounces chocolate until melted. Remove from heat and allow to cool.
• In a large bowl, cream 1 cup butter and 2 cups sugar until light and fluffy. Beat in 4 egg yolks one at a time. Blend in the melted chocolate mixture and vanilla. Beat in the flour mixture alternately with the buttermilk, mixing just until incorporated.
• In a large glass or metal mixing bowl, beat egg whites until stiff peaks form. Fold 1/3 of the whites into the batter, then quickly fold in remaining whites until no streaks remain.
• Pour into 3 - 9 inch pans Bake in the preheated oven for 30 minutes, or until a toothpick inserted into the center of the cake comes out clean. Allow to cool for 10 minutes in the pan, then turn out onto wire rack.
• To make the Filling: In a saucepan combine 1 cup sugar, evaporated milk, 1/2 cup butter, and 3 egg yolks. Cook over low heat, stirring constantly until thickened. Remove from heat. Stir in coconut, pecans and vanilla. Cool until thick enough to spread.
• Spread filling between layers and on top of cake. In a small saucepan, melt shortening and 1 ounce of chocolate. Stir until smooth and drizzle down the sides of the cake.