You know how we consider certain foods to be staples or necessities? Like eggs, milk, bread, etc.? I propose that we add this caramel corn to that list. I mean, I really feel that this is the kind of thing that I need to have around my house at all times.  This is unexpected for me, because growing up I always thought caramel corn was alright, but I would prefer some cheesy cheddar or white cheddar or whatever other cheese-flavored popcorn any day.  But now, oh yes, caramel corn reigns at the top of this popcorn-lover’s list.

I made this for a Halloween party I went to, so I mixed in some candy corn and honey roasted peanuts as well.  I packaged it up in little cellophane bags tied with pretty seasonal ribbons, and it was very well received.  (Though I loved it so much, I stole a few bags to take back home with me ;) )  It can certainly be enjoyed in many other ways though.  Perhaps in little bags along with a few other treats as a post-travel snack waiting for your Thanksgiving guests when they arrive the evening before.  Set out in a large bowl during Thanksgiving day for guests to munch while you prepare your meal.  In holiday gift bags, along with your usual sugar cookies, fudge, etc.  Or like me, in a hopefully never-empty giant container in my pantry for random snack attacks.  Whatever your reason, it’s just too good and too easy not to make!


1 cup popcorn kernels, unpopped
1 cup (2 sticks) unsalted butter
½ cup light corn syrup
2 cups packed light brown sugar
1 tsp. kosher salt
½ tsp. baking soda
1 tsp. vanilla extract


  • 01

    Pop popcorn using your preferred method.  (I swear by my Whirley Pop!)  Place the popped popcorn in a very large bowl (or two large bowls).  Make sure there is enough room in your bowls for tossing the popcorn.

  • 02

    Preheat the oven to 250° F.  Meanwhile, to make the caramel, melt the butter in a 2-quart saucepan set over medium heat.  Once the butter is melted, mix in the corn syrup, brown sugar and salt.  Increase the heat to medium-high and bring the mixture to a boil, stirring frequently.

  • 03

    Once the mixture reaches a boil, let the mixture continue to boil for 5 more minutes without stirring.  Remove the mixture from the heat, stir in the baking soda and vanilla extract.  The mixture will bubble up and become frothy.  Pour the caramel sauce over the popcorn in the bowl(s) and toss to coat thoroughly.  (I found my salad spoons very useful for this step.)

  • 04

    Spread the popcorn evenly onto two large baking sheets lined with parchment paper.  (It is okay if there are some clumps of caramel throughout.  It will melt and become better spread out while baking.)  Bake for 40-50 minutes, removing from the oven to toss/stir every 10 minutes.  After 40 minutes, test a cooled piece of popcorn.  If it is not completely crispy (i.e. still slightly mushy when you bite it), bake for 10 minutes more.

  • 05

    Remove the baking sheets to a wire rack and allow popcorn to cool completely before breaking apart for serving or packaging.


  • smellslikehome

    i love popcorn of all sorts but caramel definitely takes popcorn to an entirely different level! can’t wait to try this! Annie, how long will this last stored in an airtight container, provided it isn’t eaten in 1 day ;) ?

  • You know those gigantic varietal tubs of popcorn? As a kid, my attention did not waver from the caramel corn section of those seasonal gifts. Your version looks delicious, and I love the addition of candy corn and honey roasted peanuts. Yum!

  • Annie

    Tara, I’m not sure as it hasn’t lasted all that long in my house. However, the little packages I made for the party lasted well into the next week and still tasted as good as the day I made them. I’m thinking this will keep well for quite some time.

  • I agree, I NEED this…but I rarely keep it around for two reasons: It disappears as quick as I make it and I’m the one making it all disappear! :o)

  • how clever! You always come up with the cutest ideas! I bet these would go over well with my sisters class!

  • Sarah

    Ohhh, that looks so good. I did have a quick question — approximately how many baggies did you get out of that? I have problems estimating appropriate amounts of popcorn…

  • This is so cute and clever! I have a great little store near me that makes homemade candy corn in different seasonal colors. These would be great stocking stuffers with the red/green candy corns!

  • Annie

    I made about 20 baggies of popcorn, but I also doubled the recipe. So maybe 10ish out of a regular batch :)

  • nutmegnanny

    How cute and delicious :) I love the addition of candy corn. It’s perfect for this time of the year!

  • Your bags are so cute! I almost always go for the cheese or butter over caramel, but I need to try this recipe if it converted you to a caramel corn lover! Plus, my family is addicted to caramel corn, so I know it won’t go to waste :)

  • Hollie

    These little goodies look to cute to eat. You always make eveything look so easy! Thanks for sharing.

  • I couldn’t agree more! It should be counted as a staple. There’s something about caramel corn that sets all my eating limits out the window–I can eat it and eat it and eat it!!!

  • Alison

    I love caramel corn! My parents even had a gourmet popcorn store when Iwas growing up, and we love it so much that we had a “popcorn” bar at our wedding last month! This recipe looks yummy!

  • This looks so good! I have a bag of mellowcreme pumpkins stashed away–I think for a Thanksgiving day snack I’m going to make this and mix those pumpkins in! Thanks for sharing!

  • I LOVE caramel corn. Never made it though. :(

  • I love your blog!!! So many wonderful recipes. I look forward to reading and following your site. This looks like a great caramel corn recipe.

  • These are soo cool, they would make great gifts.

  • Pingback: Homemade Food Gift Ideas : Brown Eyed Baker()

  • This stuff is fantastic. I may well make some to give as holiday gifts after the first batch turned out so well. :)

    I tell you, there’s nothing like a silicon spatula for a sticky project like this.

  • Jennifer S

    I don’t know if I love you or not, Annie! I am soooo full on this stuff. I just made some to bring to a party and it is fabulous. I added almonds to make it just a tad more grown up but I can’t stop snacking on it myself.

  • smellslikehome

    i just made a big batch of this for holiday gifts and for something to munch on during our family game event after Christmas dinner and i’m crossing my fingers that it lasts until Christmas day! sooooo good Annie!!! thanks for posting!!

  • Lori

    I’ve been meaning to make this since the day you posted it and finally this afternoon I had a ton of air-popped popcorn just sitting on the counter and begging to be made into a super-special treat. This recipe is a winner! Delectable and deeeeelicious!

  • Seems like most caramel corn recipes are very similar! I love that you added candy corns to the mix. Some people don’t like nuts but the candy corn is a nice touch!

  • shannon

    I can’t wait to make this for a thanksgiving treat. I am going to package the popcorn in bags. How many should I expect to make with this recipe?

  • Annie

    That depends on how big the bags are, how much you use to fill them, etc. It makes quite a bit of popcorn.

  • Tammy

    I’m gearing up for my first craft fair in 2 weeks and I make lots of different things. I’m going with a Halloween/Fall theme for this fair and I think I’m going to make this and take it along too!

    It looks gorgeous tied up in a cellophane bag and cute ribbon!

  • Bridge

    Annie, I am soooo fortunate to have discoverd your Blog a couple months ago. I have been making my through so many of your recipes. I have to say I have enjoyed everyone so far!!! Now I have to say that this Caramel Corn recipe is the BOMB (very very addicting)!! I made it this past weekend for a get-together my family and I went to. I added in Candy Corn which was an awesome addition. Thank you for taking the time to write about your food recipes and experiences, everday I look forward to seeing what you write about next!

  • morgan

    Did you add the nuts to the popcorn and then pour the caramel over all of it and then bake it OR did you just add the nuts after it came out of the oven?
    I love your festive bags! Thank you for a great recipe.

  • Annie

    No, the nuts would burn if you added them before baking. I just added the mix-ins after the caramel corn had baked and cooled.

  • Josette

    I love this recipe. I have it in the oven now. So funny, because I’ve had it on a recipe card for years. I got on your blog just to see if you had a better recipe – and it’s the same :) I always make this with white sugar and it turns out awesome. I think you could do the same with any caramel corn recipe. Everybody loves and requests it.
    Your blog is one of my favorites. I check it every day.

  • Shelly

    Hi Annie – I just wanted to let you know that I have been making this about every other week since I first saw it a few months ago. It is a staple snack at my house and my kids just love it. Around the holidays, I sent a few gift bags of it to work with my husband for his assistants at work; about 10 minutes after he got to work, I got an email from him saying “I need more of that caramel corn – it’s a hit” :-) Thanks for this great recipe and all your great ideas.

  • Heather

    I dont have a popcorn maker, and was just going to add plain microwaved popped popcorn, approximately how much do you think the 1 cup unpopped would covert to popped?

  • Annie

    This is referring to a cup of already popped popcorn.

  • Heather

    Sorry… I’m confused. The recipe says 1 cup popcorn kernels, unpopped?

  • Annie

    Oops, sorry, I thought this comment was on today’s post, which also involves popcorn :) I’m not sure how much unpopped = how much popped, but you could probably Google it to find out. Enjoy!

  • kiraboo

    I try new recipes all the time, and I constantly find myself coming to your blog for all the winning recipes and beautiful pictures- thank you for being so AWESOME! Anyway, I know this post is two years old, but I’m trying it out and am making baggies of caramel corn for a bunch of teachers. How much in advance can I make it? If they are sealed in those little treat baggies, will they keep for a few days and stay crunchy? Thanks!

  • Annie

    It keeps for a looong time. Well, as long as you can go without eating it. Enjoy!

  • Kathie

    Hey Annie! Is this the recipe you used for your son’s cat in the hat party? You had them in open popcorn bags on the table- How long do you think the popcorn will last in open bags before getting mushy? Just trying to copy another one of your adorable ideas :) and wondering how soon I can set up. Thanks!

  • Annie

    It lasts a really long time and doesn’t get mushy at all.

  • Isabel

    This recipe sounds delicious especially this time of the year. I’m putting a little party together for my niece and she requested popcorn balls but I have no idea how to make them, so I was wondering if I can use this recipe to make them or maybe you have any suggestion or a recipe floating around. Thank you.

  • Annie

    I’ve never made popcorn balls so I don’t have any suggestions. Sorry!

  • kellie

    can you use any kind of caramel sauce for this? we can’t get corn syrup were we live.

  • Annie

    I have only made the recipe as indicated and have no idea if a caramel sauce sub would work. Please see the FAQ page for substitution info.

  • kellie

    so i ended up making this today using David Lebovitz’s Creamy Caramel Sauce recipe, found on The Perfect Scoop pg. 170. it worked wonderfully! i also baked salted peanuts into the mixture, as i thought the peanuts would be extra yummy with caramel on them. my family loved it and is already asking for more!

  • Kathy

    Is there a certain brand of popcorn kernels you prefer?

  • Annie


  • Gloria W.

    Is there a big difference between kosher salt and regular table salt?

  • Annie

    Yes, they are quite different.

  • I love caramel corn, this looks like such a great recipe! I have to admit though, I’m a little scared to try it but I’ve been trying to take new risks in the kitchen. I’m hoping to master it over the next year and have it ready to go as gifts for next Christmas!

  • Fromthemindof

    Oh my goodness! I stumbled upon your sight through the Smells Like Home site (also fabulous) while looking for new recipes to add to this years must try list. I am so excited to start to incorporate some of these recipes into my dinners. ….and I agree, this recipe needs to be a staple!

  • Murrayamyj

    YUM! My daughter and I made your caramel corn today. It was a snow day for us and it was a fun way to spend the afternoon. Thanks for sharing your delicious recipe!

  • Donna

    Loved the popcorn. Going to make for Superbowl party. May add some salted peanuts. Made enough to fill about 1 1/2 to 2 gallon ziplock bags. One for me and one to share. he he

  • can u shape into balls and if do, when do you do that?

  • annieseats

    I haven’t tried that. You’d have to experiment. Enjoy!

  • Diana

    does anyone out there in cyberspace know how long one can store caramel popcorn for??? such a simple question….one would think

  • annieseats

    In an airtight container, a very long time.

  • mamy81

    I love this. I’ve made it twice for my caramel-popcorn-lovin-mother. She loves it. It’s gone within one day. It makes over 30 cups. The only thing is I didn’t feel like I had enough caramel for the amount of popcorn. Next time I will make about 25% more caramel. Maybe my popcorn puffs up larger.

  • mamy81

    Update: I have made this at least once to twice a week since my last comment, sad but true:). I never made it with more caramel but I did toss it better while I was making it and that made a big difference. I use whatever brown sugar I have on hand. I am making it again tonight for my son’s class tomorrow for absolutely no other reason than just an excuse to make it again. Thanks:):):)

  • Caramel corn is a “must have” item when we visit the boardwalk in Ocean City, and I’m happy to say I can now make it at home without enduring the tourists and the 40 minute drive. It was easy to make, and came out perfectly. Made one bowl with peanuts, and one without. Thanks for another winner, Annie!