Sugar, hydrogenated vegetable oil (palm kernel and/or palm), whey, crisp rice (rice sugar, salt, barley malt), cocoa (processed with alkali), lactose, skim milk, milk, soy lecithin (emulsifier), vanillin (artificial flavor), u.s. certified colors (fd&c blue #1, blue #2, red #40, yellow #5 and yellow #6 lakes; and red #3).