Buttery Caramel Popcorn
Sweet, crunchy caramel popcorn is the perfect homemade snack for movie nights, parties, or holiday gifting. It’s a fun recipe that’s sure to be a family favorite.
You may also love my popcorn balls and Halloween snack mix recipes.

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Caramel Corn Recipe
If you’ve never made caramel popcorn from scratch, you are missing out!
This recipe takes simple ingredients and turns them into a sweet, crunchy treat that’s perfect for movie nights, parties, or holiday gift bags.
Our caramel corn popcorn fits perfectly on a snack tray with cookies, chocolate-covered pretzels, and even fresh fruit slices.
The best part? It tastes like something you’d buy at a specialty shop, but you can make it right in your own kitchen.

How to Make Caramel Popcorn
Here’s a quick overview of how I make our caramel corn popcorn. The full list of ingredients and instructions are further down the page.
Start by popping the popcorn however you like. Transfer the popped kernels to a large mixing bowl, and set it aside. You can leave the popcorn in a large saucepan as long as the pan is cool.
In a separate medium pan, melt the butter. Stir in the brown sugar and corn syrup until everything is smooth and the sugar dissolves. Bring the mixture to a boil over medium high heat, leave it alone for 3–5 minutes so the caramel can develop a deep brown color.


Take the pan off the heat and stir in the vanilla, baking soda, and salt. It’ll bubble up a bit.
Pour the hot caramel over the popcorn and stir gently to coat every piece. Spread it onto two baking sheets lined with foil, then bake it low and slow, stirring a couple of times while it cooks.
Let the caramel popcorn cool on wax paper. Once it’s set, break it into chunks and enjoy.


Quick Tips
- Work fast: The caramel sets quickly, so coat the popcorn right away.
- Stir gently: You don’t want to crush the popcorn while mixing.
- Line your pans: Foil sprayed with non-stick spray keeps the popcorn from sticking while it bakes.
- Gift idea: Bag it up in cellophane bags for holidays or birthdays.
Can I use microwave popcorn?
Yes, microwave popcorn works. Just keep in mind that most bags are salted and buttered, so the final flavor will taste a little “off” if you use those. If you can, choose a plain version instead of buttered or salted.
How can I keep the caramel from firming up too quickly?
I like to combine the popcorn and caramel sauce in a large pan over low heat. This keeps the caramel sauce warm and pliable.
You can absolutely mix these in a bowl instead. You’ll just need to work quickly because the caramel firms up as it cools.
Optional Flavor Ideas
There are so many ways to change up this homemade popcorn. Try sprinkling in peanuts and make something similar to Crunch ‘n Munch.
Drizzle melted white or dark chocolate over the cooled popcorn for a fun treat like you’d buy in a candy shop. Or add a pinch of sea salt to the caramel for a sweet and salty combination.
How to Store Leftovers
Store the cooled popcorn in an airtight container at room temperature for up to a week. It stays fresh and crispy the whole time.
More Fall Desserts
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Ingredients
- 1 cup unpopped popcorn, about 10 cups popped (See Note)
- 1 ½ cups unsalted butter
- 1 ½ cups light brown sugar
- 1 cup light corn syrup
- 1 ½ teaspoons vanilla extract
- 1 teaspoon baking soda
- 1 teaspoon salt
Instructions
- Start by making the popcorn according to the package directions. Use either the stove-top method or an air popper. Once the popcorn is cooked, transfer it to a large mixing bowl.1 cup unpopped popcorn
- Preheat the oven to 250°F and prepare two baking sheets by lining them with foil and spraying with non-stick cooking spray.
- In a medium saucepan over medium high heat, melt the butter.1 ½ cups unsalted butter
- Add the brown sugar and corn syrup to the butter. Stir until combined, then bring the mixture to a boil. Allow it to boil for 3–5 minutes without stirring.1 ½ cups light brown sugar1 cup light corn syrup
- Remove the pan from the heat. Stir in the vanilla extract, baking soda, and salt until well combined.1 ½ teaspoons vanilla extract1 teaspoon baking soda1 teaspoon salt
- Pour the hot caramel over the popcorn. Gently stir until the popcorn is evenly coated.
- Spread the caramel coated popcorn evenly onto the prepared baking sheets. Bake for 30 minutes, stirring every 10 minutes.
- Remove the caramel corn from the oven and spread it out on wax paper. Let it cool completely, then break it into pieces before serving.
Suggested Equipment
Notes
Nutrition
Meet Kimberly
Hi, I’m Kimberly Vargo! Comfort food is at the heart of everything I make like easy dinners and sides to desserts, cocktails, and condiments. A lot of my inspiration comes from old family recipes, personal favorites, and vintage cookbooks.


