Caramel popcorn is the most classic sweet and salty snack there is! This recipe is so easy and addicting. Family movie night just got even better!

When I was a kid we had an old air popper that had a tray on top that melted the butter and allowed it to drip onto the popcorn while you were making it. It was so much fun to sit on the counter and watch those little seeds explode.

When I got married I discovered that my husband still had an air popper.  His didn’t have the fancy butter tray, but that’s ok. On extra special occasions we got to eat caramel popcorn! It didn’t occur to me that kids now days probably haven’t seen air poppers until we pulled ours out to make some caramel popcorn last night. Our little one was so excited!

A bowl heaped full of caramel popcorn.

What Ingredients Do You Need for Caramel Popcorn?

You basically just need popcorn and then ingredients for making homemade caramel. Here is your ingredients list:

  • Popcorn
  • Butter
  • Brown Sugar
  • Light Corn Syrup
  • Vanilla
  • Salt
  • Baking Soda

The measurements for each can be found in the recipe card at the end of the post.

How to Make Homemade Caramel Popcorn

This recipe is so simple! It has become a favorite of my children to make on Friday nights. Here are the basic steps:

  1. Preheat your oven.
  2. Make the popcorn
  3. Make the caramel on the stove top.
  4. Pour the caramel over the popcorn and stir to combine.
  5. Bake.
  6. Let cool and devour!
All the details can be found in the recipe card, so check there for any clarifications!

A white bowl heaped full of caramel popcorn.

Why Do You Bake Caramel Corn?

Baking caramel popcorn makes the caramel crisp up and get that yummy crunchy texture otherwise, it ends up being a little on the soggy side. But let’s not pretend that I haven’t skipped the baking before just to dig in quicker!

Can I Use Microwave Popcorn?

Yes, you can absolutely use microwave popcorn! We use it all the time to speed up the recipe. It will take 2-3 bags. Don’t add the extra salt to the caramel if you’re microwave popcorn is already salted.

How Long Can You Keep Caramel Corn?

Stored in an airtight container in the pantry, caramel corn will keep up to 3 months.

This is one of those recipes that comes with loads of childhood memories. I love how food can immediately take you back to a fond memory of the past! Now I’m loving making new memories with my own children as we gobble up this caramel popcorn and watch Disney+!

More Popcorn Recipes:

Caramel Popcorn

5 from 1 vote
Servings: 12
Prep Time: 15 minutes
Cook Time: 15 minutes
Total Time: 30 minutes


This caramel popcorn is easy to make and comes with a flood of childhood memories!


  • 1/2 Cup Butter
  • 1 1/4 Cups Brown Sugar
  • 1/4 Cup Light Corn Syrup
  • 1/2 teaspoon Vanilla
  • 1 1/2 teaspoons Salt, unless you used bagged popcorn which is already salted
  • 1/2 teaspoon Baking Soda, heaping
  • 10 Cups Popcorn , popped


  • Preheat the oven to 300 degrees
  • Melt butter in a large pot over medium high heat.
    1/2 Cup Butter
  • Add the brown sugar and syrup and bring to a boil then turn down to a simmer and allow to cook for 5 minutes. Begin to stir every 30 seconds for another 4 minutes (up to 6 min depending on desired color.)
    1 1/4 Cups Brown Sugar, 1/4 Cup Light Corn Syrup
  • Carefully add the vanilla, salt and baking soda while stirring. This will make it boil up so use a large pot and stand back.
    1/2 teaspoon Vanilla, 1 1/2 teaspoons Salt, 1/2 teaspoon Baking Soda
  • Cook about 1-2 minutes, stirring constantly.
  • Pour over the popcorn and stir until it is evenly coated.
    10 Cups Popcorn
  • Spread the popcorn onto a nonstick prepared baking sheet in an even layer. Bake for 15 to 20 minutes, stirring every 5 minutes, until the caramel corn has turned a deep amber color. Remove the caramel corn from the oven and transfer to the counter lined with parchment or wax paper to cool. Store in an airtight container for up to 3 months.


Store in an airtight container


Serving: 1cupCalories: 211kcalCarbohydrates: 35gProtein: 1gFat: 8gSaturated Fat: 5gTrans Fat: 1gCholesterol: 20mgSodium: 415mgPotassium: 63mgFiber: 1gSugar: 28gVitamin A: 254IUCalcium: 23mgIron: 1mg
Author: Sweet Basil
Course: Snack
Cuisine: American

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The Best Caramel Popcorn in a bowl for movie night