Recipe By BS4U2C
Published Mar 5th
Prep 30m Cook 1h Additional - Ready In 1h 30m
Servings 5 quarts Calories 252.5

Great caramel popcorn for any holiday or occasion. If you like chewy popcorn, bake less.

Recipe Ingredients

  • 1 cup butter
  • 2 cups brown sugar
  • ½ cup corn syrup
  • 1 teaspoon salt
  • ½ teaspoon baking soda
  • 1 teaspoon vanilla extract
  • 5 quarts popped popcorn

Cooking Directions

  1. 1 Preheat oven to 250 degrees F (95 degrees C). Place popcorn in a very large bowl.
  2. 2 In a medium saucepan over medium heat, melt butter. Stir in brown sugar, corn syrup and salt. Bring to a boil, stirring constantly. Boil without stirring 4 minutes. Remove from heat and stir in soda and vanilla. Pour in a thin stream over popcorn, stirring to coat.
  3. 3 Place in two large shallow baking dishes and bake in preheated oven, stirring every 15 minutes, for 1 hour. Remove from oven and let cool completely before breaking into pieces.

Nutrition Facts

  • Calories 252.5
  • Carbohydrate 32.8 g
  • Cholesterol 24.4 mg
  • Fat 14 g
  • Fiber 0.9 g
  • Protein 0.9 g
  • Saturated Fat 6.6 g
  • Sodium 340 mg
  • Sugar 23.6 g


  1. All I have to say is, I love it! I spread the popcorn out in the largest casserole dish I had, after coating with non-stick cooking spray, of course. I just poured on the carmel slowly and mixed it up as I went along. My friend also commented on how well everything was coated. "The - Read more ...
  2. I've been making this recipe for years and it is always a favorite for both young and old. It tastes better than anything you can buy in the store. Here are my hints: 1. always use "golden" brown sugar, not the dark brown which is likely to burn. 2. bake it in a very large - Read more ...
  3. Yummy! I reduced the butter to 1/2 lb like others suggested - perfect. I used a 12 quart stainless steel All-clad stockpot to pop kernels, make the caramel, and coat the popcorn (the pot was covered in oil from popping the corn and the caramel didn't stick - w/plenty of room to stir). Note: there - Read more ...
  4. I am rating this recipe again because I was eating so much of this popcorn, its wonderful, that when I saw the review from the person who cut the butter to 1/2 cup I had to try it before I gained 50 pounds. Understand I HATE to change something this good, afraid it won't be - Read more ...
  5. I have never rated a recipe before, simply as all the recipes that I try from the site are fantastic, and much smarter cooks than I always give great feedback. However, one tip on this recipe was SO helpful--Linda Mc advised to put the popcorn in the pan to warm in the oven before adding - Read more ...
  6. I was a little worried about what kind and how much popcorn to use when I saw this recipe. Do I use plain or butter? 2 bags? 3 bags? 4? I ended up using 3 bags butter popcorn, popped in the microwave. Picked out the kernels and cooked the rest on my jelly roll pan. - Read more ...
  7. I've been making this same recipe for years, but I do it in the microwave. You put the popped corn in a paper grocery bag. Then you microwave the butter, sugar, vanilla, and corn syrup, letting it boil for one minute. Then stir the baking soda into the caramel mixture. Pour it over the corn - Read more ...
  8. This recipe started out well...until I put it in the oven. I had my oven set to 250 degrees and at the end of the hour, my popcorn tasted slightly burnt. I'll try this again, but bake at a lower temperature.
  9. This recipe is the same one (minus the vanilla) my mother has been using for 20 years. There is another way to cook this - use the microwave. After mixing the popcorn and caramel, divide the corn into two paper grocery bags. Microwave each bag for 30 - 40 seconds, remove the bag from the - Read more ...
  10. This is absolutely the best caramel popcorn I have ever tasted. It is so much better than store bought. My entire family loved this popcorn, and it stays fresh for many days (I put it in a zip-loc bag). I only have 1 suggestion. Spray the pan with non-stick cooking spray so the popcorn doesn't - Read more ...

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