1. Preheat the oven to 350 degrees and line a cupcake pan with cupcake liners inside the red and white cupcake holder (make sure the cupcake holders can go in the oven and if not just place baked cupcakes into the cupcake holders).
2. Prepare the cake batter by mixing the cake mix with oil, eggs and water as directed on the box.
3. Fill each cupcake liner almost full with the batter and bake for 18-20 minutes (keep an eye on the paper cups in the oven).
4. Carefully remove the pan from the oven and the cupcakes from the pan to cool.
5. Fill a decorating bag with vanilla frosting and cut a tip off the end of the bag.
6. Frost the cupcakes using the bag.
7. Carefully press a fork into the side of each marshmallow to make the look more like popcorn and stick them onto the frosting.
8. Dab a small amount of frosting on about 5 more marshmallows and layer them on top of the first layer.
9. Mix a drop of yellow gel food coloring with 1/4 cup water in a small cup and use a food safe paint brush to paint the yellow food coloring water onto part of each marshmallow to look like butter.