Caramel Popcorn

1,620 Reviews 66 Pics
  • Prep

    30 m
  • Cook

    1 h
  • Ready In

    1 h 30 m
Recipe by  BS4U2C

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

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Adjust Servings

Original recipe yields 5 quarts



  1. Preheat oven to 250 degrees F (95 degrees C). Place popcorn in a very large bowl.
  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. 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.

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Reviews (1,620)

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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 the brown sugar mixture, and that was the KEY. The first batch (with cold popcorn) was a disaster, but with the warm popcorn in the roasting pan already, the mixing was a breeze and the batch was fantastic! Thanks to everyone for all the tips that are so helpful!



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 is no way you would ever find me mixing this in my sink - impeccably clean as it is, the thought is repulsive to me! (no offense to anyone who thinks this is acceptable). Anyway, I poured the coated popcorn onto 2 silpat lined sheet pans (was fresh out of nonstick foil). I only baked one of the sheet pans because the kids begged me to let them keep eating the other one. For softer/chewy/shiny version, don't bake. For firm/crispy/non-shiny version, bake, but reduce baking time to 45 min. I used tongs to break up clumps while baking and cooling. We loved both versions. Hints: 1. Reduce butter in half. 2. Use a good quality, heavy pot. 3. If possible, avoid microwave popcorn. 4. Remove unpopped kernels before coating. 5. Keep popcorn warm in 250 oven until ready to coat. 6. Stir with a silicone spatula. 7. For softer/chewy/shiny version, don't bake. For firm/crispy/non-shiny version, bake, but reduce time to 45 min. 8. And most importantly, if you mix this in your sink, don't give any to me! :)



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 the same, but I have to say I can not tell the difference. I kept everything the same but only used a half cup butter. PERFECT!! I use 3 bags ACT II Old Fashioned Natural microwave popcorn. I have used more expensive popcorn but this works the best. Also, one thing I have learned after making so much of this popcorn is use a name brand brown sugar. I picked up a store brand once because thats all they had and the coating came out grainny. Now with half the butter I'll probably just eat more. YIKES!!!

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Amount Per Serving (20 total)

  • Calories
  • 253 cal
  • 13%
  • Fat
  • 14 g
  • 21%
  • Carbs
  • 32.8 g
  • 11%
  • Protein
  • 0.9 g
  • 2%
  • Cholesterol
  • 24 mg
  • 8%
  • Sodium
  • 340 mg
  • 14%

Based on a 2,000 calorie diet



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Microwave Caramel Popcorn


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Cinnamon Roll Popcorn