Caramel Popcorn

Prep Time 15 minutes
Total Time 1 hour
Servings 12 cups

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This Caramel Popcorn is an easy, sweet and salty treat that everyone loves! Crispy and crunchy without being hard, no candy thermometer required!

overhead image of caramel popcorn on parchment lined baking sheet

If you love this Caramel Popcorn, you’ll also enjoy this Caramel Puff Corn (and, hey! No messing with popcorn kernels) and my Grandma’s Candy Popcorn!

Caramel Popcorn

Popcorn is one of my all time favorite snacks — we go through a ton of it.

Most nights, it’s a bag of microwave popcorn with some extra popcorn seasoning and that’s as fancy as it gets.

But if I make a batch of this Caramel Popcorn?

It never lasts long!

close up image of caramel corn on pan

It is sweet and salty and crazy addictive — the perfect homemade gift for the holiday season or movie night snack any time of year!

There’s no air popper and no candy thermometer required, which means you can whip this up even if you don’t have any special equipment!

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How to pop popcorn without an air popper:

Place ⅓ cup popcorn kernels in a brown paper bag.

Fold the very top of the bag over twice — just the very top inch or two, you want to leave lots of room for the kernels to expand!

Microwave on high for 1.5-2 minutes, until the popping has slowed considerably.

Dump into a bowl and sift through to remove any unpopped kernels.

⅓ popcorn kernels will make about 5 cups popped popcorn.

How to make Caramel Popcorn:

This is just an overview with extra helpful tips — see the full step by step recipe and video below!

  1. Preheat your oven so it is ready to dry your caramel popcorn. Line a baking sheet with parchment paper, because I promise you won’t want to scrub the caramel off the pan afterwards!
  2. Pop popcorn and remove and unpopped kernels — this is important because we don’t want any chipped teeth!
  3. Cook your caramel over the stove, stirring constantly to avoid burning.
  4. Add the baking soda and watch it go crazy! Keep on stirring until the foaming stops. Stir in the vanilla.
  5. Pour caramel over popped popcorn, and bake at a low temperature, stirring a few times, until dried.
caramel popcorn in small jar with pieces around it

Tips for making the BEST Caramel Corn:

There are a few extra tidbits of advice I wanted to add here, that came out of many, many rounds of testing.

I am picky when it comes to Caramel Popcorn — it can’t taste burnt, it has to have the right amount of salt, it can be too sticky, I don’t want it stuck in my teeth, and on and on.

I tested this recipe over and over again until it was PERFECT. And here are a few extra tips:

  • It’s okay if the caramel doesn’t cover all of the popcorn (and even looks a little sparse) when you first pour it on. Just stir it the best you can, and put it in the oven. The caramel will thin out again and when you stir it, it will become more evenly distributed.
  • I find it works better, when there is still some white of the popcorn showing after baking, so don’t stress perfect coverage. If there is too much caramel on the popcorn (I know, what?!), it is harder to eat and can actually be overly sweet. A little white showing allows for perfect balance.
  • The vanilla adds so much more flavor than you can imagine, so don’t skip it.
  • Don’t let it set up too much before you break it into pieces — 5 minutes or a little longer is enough, just so that it is cool enough to handle. If you wait too long, the caramel will set firm and you will have one big caramel popcorn rock, that will shatter into tiny pieces when you try to snap it.
close up image of caramel popcorn in glass jar

Variations on this Caramel Popcorn recipe:

  • Add flavor extracts to your caramel — just stir them in after you have stirred in the baking soda! Vanilla, rum, coconut, almond, etc. would all be great.
  • Stir in cinnamon or other warm spices to the caramel just before pouring over the popcorn
  • Sprinkle caramel popcorn with flaked sea salt before baking for an extra salty hit
  • Add some mixed nuts or dried fruit to your popcorn on the baking sheet before adding your caramel for a Crunch ‘n’ Munch or Moose Munch vibe! Sweet, salty, crunchy and totally addicting.

How to store Caramel Popcorn:

This Caramel Popcorn can be store at room temperature in an air tight container for 2-3 weeks, but we prefer to eat it within a few days.

I do not recommend refrigerating or freezing caramel popcorn.

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Caramel Popcorn

5 from 5 votes
This Caramel Popcorn is an easy, sweet and salty treat that everyone loves! Crispy and crunchy without being hard, no candy thermometer required!
Prep Time 15 minutes
Cook Time 45 minutes
Total Time 1 hour
Cuisine American
Course Dessert, Snack
Servings 12 cups
Calories 200cal


  • 12 cups popped popcorn (unseasoned) (see note above if you do not have an air popper)
  • 1/2 cup unsalted butter
  • 1 cup brown sugar
  • 1/4 cup corn syrup
  • 1/2 teaspoon baking soda
  • 1 teaspoon vanilla extract
  • 1/4 teaspoon salt


  • Preheat oven to 250 degrees F.
  • Line a large rimmed baking sheet with parchment paper (you want some overhang here!) and place popcorn on the pan.
  • In a large pan or pot (you want some extra room here, as the baking soda will cause the caramel to bubble!), melt brown sugar, butter and corn syrup over medium heat and bring to a boil.
  • Boil for 2 minutes (watch the clock!) and then stir in the baking soda. Whisk constantly until the bubbles die down, then remove from the heat and stir in the vanilla and salt.
  • Pour over popcorn on baking sheet, stirring until most of the popcorn is coated (it's okay if it's not perfect, you will continue to stir as it bakes).
  • Bake at 250 degrees F for 45 minutes, stirring every 15 minutes. For chewier popcorn, bake a little less.
  • Remove from the oven and let cool for 10 minutes before breaking into chunks.

Nutrition Information

Calories: 200cal | Carbohydrates: 32g | Protein: 2g | Fat: 8g | Saturated Fat: 5g | Cholesterol: 20mg | Sodium: 200mg | Potassium: 61mg | Fiber: 2g | Sugar: 23g | Vitamin A: 258IU | Calcium: 18mg | Iron: 1mg
Keywords caramel corn, caramel popcorn

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Meet Ashley

My name is Ashley Fehr and I love creating easy meals my family loves. I also like to do things my way, which means improvising and breaking the rules when necessary. Here you will find creative twists on old favorites and some of my favorite family recipes, passed down from generations!

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  1. Betsy says

    So easy and delicious! Love this! Will have to make this for New Year’s and then the day after New Year’s..and Valentine’s…Easter…yummmmmmm

5 from 5 votes

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