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Watch out, caramel popcorn, because this peanut butter popcorn is going to take over the world! It’s soft, chewy and loaded with rich peanut butter caramel, crunchy Rice Krispies and colorful M&M’s! This easy, no-bake sweet and salty treat is perfect for movie nights, parties and sharing with friends!

This recipe comes from my Aunt Helen, and it’s one of those treats you just can’t stop grabbing handfuls of! The combination of buttery popcorn, gooey peanut butter caramel and chocolate candies is absolutely irresistible.
And trust me, don’t skip the Rice Krispies! They add the best little crunch to all that chewy, peanut buttery goodness!
Why You’ll Love This Peanut Butter Popcorn

- Sweet and salty perfection: The salty popcorn perfectly balances the rich, sweet peanut butter caramel.
- The best texture combination: Soft, chewy popcorn, crispy Rice Krispies and little bites of chocolate candy make every handful different.
- A fun twist on caramel popcorn: If you love traditional caramel popcorn, the addition of creamy peanut butter takes it to a whole new level!
- Perfect for sharing: Make a big bowl for movie night, take it to a party or package it up for friends and neighbors.
Ingredients You’ll Need
You only need a handful of ingredients to make this sweet and salty peanut butter popcorn!

- Butter: Creates a rich, buttery base for the soft caramel coating.
- Sugar: Sweetens the caramel and gives it that delicious candy-like flavor.
- Karo Syrup: Light corn syrup helps keep the caramel smooth and chewy instead of grainy.
- Creamy Peanut Butter: Adds rich peanut butter flavor and makes the caramel extra creamy. I prefer regular creamy peanut butter for the smoothest results.
- Popcorn: You’ll need 10 cups of popped popcorn. I love buttery, salty movie theater popcorn because it balances the sweet caramel, but regular microwave, stovetop or air-popped popcorn works too. Remove any unpopped kernels before adding the coating.
- Rice Krispies: Add the most delicious little crunch throughout the chewy popcorn.
- M&M’s: Use any variety you love! Peanut butter M&M’s are my personal favorite, but peanut, plain, mini or fun seasonal flavors all work. I used peanut butter cinnamon roll M&M’s and mini M&M’s in the photos!
PRO TIP: Have your popcorn popped, cereal measured and M&M’s ready before making the caramel. You’ll want to work quickly once the warm peanut butter caramel is ready!

How to Make Peanut Butter Popcorn
This easy peanut butter caramel popcorn comes together on the stovetop in just a few simple steps!
- Prepare the popcorn. Pop enough popcorn to measure 10 cups. Transfer it to an extra-large bowl, leaving behind as many unpopped kernels as possible.
- Make the caramel. Melt the butter, sugar and Karo syrup in a saucepan over medium heat, stirring until the mixture comes to a boil.
- Add the peanut butter. As soon as it reaches a boil, stir in the peanut butter until smooth and remove from the heat.
- Coat the popcorn. Pour about half of the warm peanut butter caramel over the popcorn. Gently stir until evenly coated.
- Add the Rice Krispies. Sprinkle the cereal over the coated popcorn, then pour on the remaining caramel. Gently toss until everything is combined.
- Add the M&M’s immediately! While the caramel is still warm and sticky, add your favorite M&M’s and gently stir to distribute them throughout the popcorn.
- Enjoy! Let the popcorn cool enough to handle, then dig in!
Carrian’s Tip: Don’t add the Rice Krispies at the very beginning! I found that they sink to the bottom of the bowl before they get evenly coated. Adding them halfway through, between the two additions of caramel, keeps everything mixed together so much better!
Can I Use Air-Popped Popcorn?
Absolutely! Air-popped popcorn works great in this recipe. Just make sure you have 10 cups of popped popcorn, and add a little salt to balance the sweetness of the peanut butter caramel.
Tips for the Best Peanut Butter Popcorn
- Remove the unpopped kernels. After popping the popcorn, transfer it to a second bowl. Most of the hard kernels will stay behind in the first bowl.
- Use an extra-large bowl. You’ll need plenty of room to toss everything without spilling or crushing the popcorn.
- Have everything ready. The peanut butter caramel thickens as it cools, so measure your cereal and M&M’s before you start.
- Stir gently. Use a large spatula to fold everything together rather than aggressively stirring and breaking up the popcorn.

Troubleshooting Peanut Butter Popcorn
This popcorn is supposed to be soft, gooey and chewy, not hard and crunchy like traditional caramel corn! If the coating seems excessively wet, make sure you’ve measured the popcorn correctly and give everything a few minutes to cool. The caramel will thicken as it cools.
Sugar crystals can cause a gritty texture. Make sure the sugar dissolves as the mixture heats, and avoid scraping dried sugar crystals from the sides of the saucepan into the finished caramel.
Your caramel may have cooled too much before mixing, or the bowl may be too small. Work quickly while the caramel is warm, and use a large enough bowl to toss everything thoroughly.
The caramel may be too hot. Let the mixture cool very briefly before adding the candies, but don’t wait until the coating has set.

Variations and Add-Ins
Want to switch things up? Here are a few fun ways to make this peanut butter popcorn your own!
- Different M&M’s: Try peanut butter (my favorite!), peanut, mini, plain or seasonal flavors. You can even mix a few varieties together!
- Reese’s Pieces: Swap some or all of the M&M’s for another peanut butter candy option.
- Pretzel pieces: Add a handful for an extra salty crunch.
- Chopped peanuts: Sprinkle in roasted peanuts for even more nutty flavor.
- Chocolate drizzle: Once the popcorn has cooled, drizzle with melted chocolate for an extra indulgent treat.
Tip: If you add extra mix-ins, the caramel coating may be spread a little thinner.
How to Store Peanut Butter Popcorn
This peanut butter popcorn is best enjoyed fresh, while the caramel is soft and chewy and the Rice Krispies still have a little crunch.
Once completely cooled, store any leftovers in an airtight container at room temperature. Keep it away from heat and humidity, which can make the popcorn stickier.
For the best texture, enjoy it as soon as possible!

If you love sweet and salty treats, this peanut butter popcorn is going to become a new favorite! Between the soft, chewy peanut butter caramel, crunchy Rice Krispies and colorful M&M’s, every handful is loaded with deliciousness. It’s easy to make, perfect for sharing and a fun twist on classic caramel popcorn. Just don’t expect the bowl to last very long!
More No Bake Snack Recipes
- Soft Caramel Popcorn – if you want that classic caramel flavor
- Reese’s Krispies – if you love peanut butter and crispy rice cereal
- No-Bake Cookies – a quick and easy sweet treat
- Classic Rice Krispie Treats – an all-time classic no bake treat




