Much like butter, chocolate is a high-fat food but with one important advantage. If you took a stick of butter out of your refrigerator and left in on a shelf for two months, it would grow rancid (develop an unpleasant taste and/or smell). However, if you left a chocolate bar on your coffee table for months, the chocolate would still be fine. This is because cocoa is rich in chemicals known as flavonoids. A food goes rancid when its fat breaks apart as a result of oxidation. Flavonoids  hinder oxidation, which is why chocolate doesn't go rancid on the shelf.
Note: For a definition and explanation of oxidation, go to the following:


Chocolate Shelf Life
Chocolate, unsweetened18 months- -
Chocolate Syrup, opened- -6 months
Chocolate Syrup, unopened2 years- -
Chocolate, semisweet2 years- -
Chocolate, premelted1 year- -
Boyer, Renee, and Julie McKinney. "Food Storage Guidelines for Consumers." Virginia Cooperative Extension (2009): n. pag. Web. 7 Dec 2009.

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