Easy Homemade Caramel Popcorn has just the right crunch and chewiness that you want, without sticking to your teeth. It’s everything you hope for in the best caramel corn recipe!

Do you love candy recipes as much as I do? Try this Sweet Chex Mix, Peanut Butter Popcorn, or Chocolate Covered Marshmallows!

A bowl of homemade Caramel Popcorn, ready to eat!

Why I love this popcorn:

I have noticed that a lot of caramel popcorn recipes out there just don’t have the right caramel to popcorn ratio. They’re either too sticky, or too hard. With a little trial and error, I believe I’ve created the best caramel popcorn recipe you can find!

The caramel is made on the stove, without the need of a candy thermometer. Then we drizzle the caramel all over the popcorn and bake it over low heat, stirring a few times, to allow the soft caramel to lightly coat all of the popcorn and bake until it’s the perfect texture and crunch.  Now, who’s ready for movie night?

Caramel Popcorn Ingredients:

  • Popcorn– For a healthier version of Caramel Popcorn, pop your own popcorn without adding salt, sweeteners, or butter. If you like undertones of butter flavor, use movie theater style popcorn.
  • Brown Sugar – light or dark.
  • Corn Syrup
  • Butter
  • Vanilla Extract
  • Baking Soda – is key to achieving softer, silky texture of caramel sauce that sticks to the popcorn and doesn’t get tacky and hard.

How to make Caramel Popcorn:

Pop Popcorn: Use air popped popcorn or movie theater style popcorn. Pour on a cookie sheet lined with parchment paper.

A cookie sheet lined with brown parchment paper with popcorn spread out, ready to be made into caramel popcorn.

Combine Ingredients: Melt butter in a large non-stick skillet over medium heat. Once melted, stir in brown sugar, corn syrup, and salt until smooth.

Butter, brown sugar, corn syrup, and salt in a pan to make a Caramel Popcorn recipe.

Boil: Bring to a boil over medium heat, stirring occasionally. As soon as the caramel starts to gently boil, boil for 2 minutes, stirring constantly.

A pan with caramel boiling in it with a white spatula.

Remove Heat: Take skillet off of heat and stir in baking soda and vanilla.

Caramel with baking soda and vanilla added, ready to pour on to popcorn to make Caramel Corn.

Drizzle over popcorn, tossing gently with a spatula until the popcorn is evenly coated.

Fresh hot caramel being poured on to popcorn on a baking sheet, ready to be baked for the best Caramel Popcorn.

Bake at 200°F for 45 minutes, stirring every 15 minutes. Serve homemade caramel corn for movie night, game day, or anytime!

Baked Caramel Popcorn on a brown parchment paper lined baking sheet.

Pro Tip: I use a large non-stick skillet to make the caramel sauce for the popcorn because it’s much less messy to clean afterwards, and it comes to a boil faster then a saucepan. I also use a silicon spatula to stir the caramel because it’s heat resistant and doesn’t get as messy as say, a wooden spoon would.

How to Pop Popcorn Without a Popper:

Add ¼ cup popcorn kernels to a brown paper lunch bag and fold the top closed.  Microwave for a minute or two, until you hear the popping begin to slow.

Add melted butter and salt and shake the bag to coat the popcorn.

Why is my Caramel Corn Grainy?

Grainy caramel (or crystalized caramel) happens when the sugar crystals in the caramel seize up or cling together.  This easy caramel popcorn recipe will not result in grainy caramel because we have added baking soda and corn syrup, both of which will help break up the brown sugar molecules and prevent them from crystalizing.

Storage Instructions:

To keep your caramel corn fresh, be sure to store it in an airtight container or resealable bag (making sure to press as much air out as you can). The better you seal your container, the longer it will last.  You can store it at room temperature on your counter for up to 2-3 weeks. (Though at my house it’s all eaten in about 2-3 hours!)

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A bowl of homemade Caramel Popcorn, ready to enjoy!
Prep 10 minutes
Cook 50 minutes
Total 1 hour
Save Recipe


  • 8 cups popped popcorn (about 1 microwaveable bag, or ¼ cup kernels)
  • 6 Tablespoons butter
  • 1 1/2 cups light brown sugar
  • 6 Tablespoons light karo syrup
  • 1/4 teaspoon salt
  • 1/4 teaspoon baking soda (heaping)
  • 3/4 teaspoon vanilla extract


  • Preheat the oven to 200 degrees F.
  • Line a jelly roll pan with parchment paper. Add popcorn to a large pan, spread out in an even layer.
  • Melt butter in a large non-stick skillet over medium heat. Once melted, stir in brown sugar, corn syrup, and salt until smooth.
  • Bring to a boil over medium heat, stirring occasionally. As soon as the caramel starts to gently boil, boil for 2 minutes, stirring constantly.
  • Remove from the heat and stir in baking soda and vanilla.
  • Immediately drizzle caramel over popcorn. Toss gently with a spatula until the popcorn is evenly coated.
  • Bake at 200 degrees F for 45 minutes, stirring the popcorn every 15 minutes.


Storage Instructions: To keep your caramel corn fresh, be sure to store it in an airtight container or resealable bag (making sure to press as much air out as you can). The better you seal your container, the longer it will last.  You can store it at room temperature on your counter for up to 2-3 weeks. (Though at my house it’s all eaten in about 2-3 hours!)


Calories: 322kcalCarbohydrates: 62gProtein: 2gFat: 9gSaturated Fat: 5gPolyunsaturated Fat: 1gMonounsaturated Fat: 2gTrans Fat: 0.3gCholesterol: 23mgSodium: 197mgPotassium: 94mgFiber: 2gSugar: 53gVitamin A: 284IUCalcium: 40mgIron: 1mg

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*I originally shared this recipe March 2015. Updated March 2019 and September 2022.

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About The Author

Lauren Allen

Welcome! I’m Lauren, a mom of four and lover of good food. Here you’ll find easy recipes and weeknight meal ideas made with real ingredients, with step-by-step photos and videos.

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Recipe Rating


  1. I made this today using 16 cups of movie theater popcorn left over from last night’s movie (The Holdovers–I recommend it). I used butter and dark brown sugar, and that may have changed the texture some. I was hoping for more of a glaze, but this was full-on caramel sugar. It cooled crunchy, like you want caramel corn to, but it’s pretty grainy. I may have slightly overcooked it. Anyway, I’m totally using my large rectangle baking pan next time instead of cookie sheets, as this was rough to stir on a cookie sheet. It turned out extremely tasty and satisfying.

  2. 1 star
    Followed the recipe exactly & there is no way to “toss” the popcorn after drizzling the caramel. It is all lumped together. I thought maybe it would be more tossable in the oven but checking every 15 min to stir made no difference.

    1. 3 stars
      I found it a little too chewy. I like more of the brittle kind. But it is real tasty. My husband has no problem scarfing it down.

  3. 5 stars
    I just made a batch, was hoping it would be more crunchy, maybe after it cools it will. But very good, will make again. I misread the recipe and put the vanilla and baking soda in at the beginning, but it turned out ok so not sure if it makes a big difference or not.

    1. 5 stars
      I just made another batch, this time I put the baking soda and extract in at the end. Big difference, very good. I recommend this recipe.

  4. 5 stars
    This was seriously the best ever! Thank you so much. I made a double batch for a gathering, and it went quickly. I am planning to make it next year for neighborhood Christmas gifts! Thank you for posting!

  5. 5 stars
    Great recipe! Followed directions exactly except I mixed the carmel glaze with popcorn in a large metal pan. Used cooking spray on the pan to keep from sticking and kept pan with corn in the oven until ready to mix. Then spread out the glazed popcorn on sheet pan with parchment paper to finish baking. Gifting this for Christmas in cute tins I found at Target. Always have success with the recipes on your website. Thanks!

  6. GREAT caramel taste! I added 1 snack pkg of peanuts to the syrup mixture before pouring…I guess this is a throwback to my days as a Cracker Jack lover! This IS a great recipe! Thanks!

  7. 5 stars
    Tastes great! The only downside for me was trying to stir it in my pan without spilling it everywhere. I found it worked better for me to use two table knives to scrape and turn every 15 minutes.

    1. Hi! I’ve made this recipe twice: once with honey and once with maple syrup. The one with honey turned out great, but the one with maple ayrup had the sugar granulated rather than melted (even though I did boil it for the two minutes). Is this something you would have expected with Maple syrup? Or did I follow some other step of the recipe wrong? Just wondering if I should try again with maple or just stick to honey.

  8. 5 stars
    Really great recipe! Everyone likes caramel corn but everyone loves homemade fresh caramel corn! So easy & quick to have a batch ready! After you’ve made the caramel corn go one step further and drizzle with some melted chocolate & chopped pecans! Thanks for this recipe! It definitely brings smiles in my house!

  9. This recipe looks delicious. I saw under nutrition that it has 322kcal. I looked that up and it converts to 322000 calories! Please tell me this is incorrect!

  10. Finally! Caramel popcorn that’s easy, delicious, and nearly foolproof! Threw in a handful of roasted peanuts and turned out great. We love the crunch factor and are making this our official caramel popcorn for movie night! Yum!

  11. 5 stars
    I just wanted to add that my crazy attempt at a double/triple the recipe I thought I’d say i used the same amount of sauce, just 3 cookie trays of popped corn. The 1st tray came out as pictured. The other 2 were great, just thicker more “globby”(my fault!!) bits. Thank you again! I’m going to use this sauce on all kinds of things!

  12. 5 stars
    1st time I’ve made caramel corn! Had lots of bad corns so looked up how to do it & landed here! The sauce tastes like I remember the “Kraft” caramel squares, without the ‘whatevers’ in it & no unwrapping required! I was so gung hoe I decide to make double, ok, triple! I don’t recommend it! I batch at a time will yield the best results! I had 3 cookie trays! Lol! It still tastes great it just gets really hard to work with very fast!!! So delicious I don’t need to try any other recipes! Curse You! Now thats all I want to eat!! Thank you really!

  13. 3 stars
    I followed everything the recipe said but the caramel turned out very hard in the end. Based on what the recipe said, I was expecting it to be more medium… Not super goopy but not hard. It was delicious while cooking in the oven when it was still soft, but now that it has hardened completely not my favorite.

  14. 5 stars
    Thank you so much for this! I just made a batch, substituting a casein-free margarine for the butter, and not only was it good enough to pass my own high standards, but, even more important, my 23-year-old daughter, who had never tasted caramel in her life due to various food sensitivities, loved it! Now it will be unthinkable for me to make it any other way!

    It’s a rare treat to be able to find something new that my daughter and I can both enjoy so much. Thank you again!

  15. 5 stars
    Delicious and addicting3, easy to make. I make my caramel mixture in a small Dutch oven. I put my popcorn in a dispsosible aluminum pan, makes it easier to mix.

  16. 5 stars
    Have made it twice and everyone loves it. Too bad I eat most myself though because it’s so good! Thanks for a fantastic and easy to follow recipe!

  17. 5 stars
    Amazing! Used coconut oil and coconut sugar instead of butter and brown sugar and turned out dark and rich and fabulous. So delicious I did not want to bake so I’m going to compromise by only baking a third of the time as love the gooeyness!

  18. 5 stars
    I had a sudden craving for carmal pop corn and this hits the spot. A great treat for my family. Will be making this in the future. 10/10

  19. 5 stars
    Wow! This recipe is a keeper. Used Maple syrup instead of corn syrup because my son-in-law used to live in Quebec. Used an air popper and Orville Redenbachers gourmet popping corn. I am trying to hide the batch I just made from my wife and kids. LOL

  20. 5 stars
    Hands down the BEST recipe for Caramel Corn EVER!!! I substituted butter for the margarine, DARK brown sugar for the light brown sugar and used 1 tsp of baking soda. I ended up making 3 batches because I mailed out the first two as Christmas gifts. Ships wonderfully! Hubby and family absolutely LOVE it.

    1. 5 stars
      Caramel is pure sugar and popcorn is all carbs… so either go for it with exuberance or skip it altogether!😁

  21. 5 stars
    Great recipe. Tasty and perfect texture. Caution with amount of unpopped/raw kernels. Takes approx. 1 full cup unpopped to yield perfect popped amount. Carmel recipe is flawless. Make sure to sift through and remove unpopped kernels and tough hulls.

    1. 5 stars
      Hey James! Thats the ratio I used! Perfect! Plus I salted the corn out of the popper(hadn’t read recipe).

  22. 5 stars
    I doubled the recipe. Baked it in a large roasting pan lined with parchment paper. EXCELLENT!! I should not have doubled the recipe simply because I ate half of it by myself.

  23. hi do you know how many oz of store bought caramel i could use for popcorn so basically carmel to popcorn ratios

  24. I made this for my husband and 2 boys around the second week of the quarantine and they absolutely loved it. They couldn’t believe I made it in a matter of minutes. Planning on making it again this evening. Thank you so much for a tasty and easy recipe.

  25. When we made the caramel it burnt and it hardened to the point that we couldn’t even stir it into the popcorn. In the end the popcorn was really hard and it tasted horrible.

    1. I am wondering if your bottom of the pan was thin and that is why it burnt this had happened to me before.. Must have a heavy bottom pan to avoid burning.. Try again 🙂

    2. If it burnt you probably had your heat to high and did not stir enough or you just cooked it too long. But of coarse nothing taste good burnt .I think you sould try it again and follow the instruction better

  26. 5 stars
    I love making this popcorn! There are time you just want a good sweet but salty treat, and this totally does it for me. I am a baker by trade and I love the fact that I tried the baking soda in the caramel; what a wonderful surprise!! This is a repeat recipe in my home.

  27. Delicious and easier to stir up by using a deep enamel roasting pan that has been buttered or oiled a bit in advance.
    I also added some peanuts to mine. And I especially love salt with sweet so I think it could stand to have a little more salt.
    Yum! The most difficult part is only having one serving!!!!

  28. 4 stars
    It was delicious , but what a mess! How do you “drizzle” boiling sugar mixture over popcorn and stir to coat it and toss while on a cookie sheet? (or jelly roll pan as you call it) Cleaning up took longer than eating it!

    1. I leave mine my roast and stirs much better then put roast and all in the oven for the 45 mins stirring often YUMMY.

    2. I had to use a large glass baking dish, my rectangle one I use for lasagna lol made it much easier to toss it especially when your doing it every fifteen minutes from the oven. 😁

  29. Made it before without the baking soda it was good but had some chinks of caramel that were big and super sticky making it hard to eat though it still tasted good. Making it again today with the baking soda and it really does look different and have a better texture. Highly recommend this recipe. I added a good sprinkle of cinnamon to mine. Delicious!

  30. 5 stars
    Just completed this recipe and love it. I’ve added peanuts to the popcorn while warming in the oven and the added flaked sea salt after caramel drizzle was completed in the oven for a bit more salty flavor. Very scrumptious indeed! Winner. Winner. Chicken dinner!

  31. 4 stars
    i tried this recipe i like just a hint of of salt so i decresed salt down to 1/8 tsp and caramel was just right. thank you for the recipe.

  32. 5 stars
    Have to get the Butter and Brown sugar will be making this real soon cant wait prehaps Tomorrow .! #### CANT WAIT####

    1. Thank you for mentioning that. It was driving me crazy reading baking soda as an acid when it’s a base.

      Anyway, I just made this and it’s delicious! Thank you.

  33. 5 stars
    DELICIOUS! OMG! Just enough sweet, not too much. Crunchy and chewy. Not enough stars to rate this…. Sooo yummy!

  34. 5 stars
    Amazingly easier than other Carmel popcorn recipes. Sweet enough but not overly done and not super sticky on the teeth. Have this one bookmarked!

  35. 5 stars
    This was a great recipe to make with my 10 year old daughter. It was so yummy. We will definitely make again.

  36. Fun recipe. Great thing to do with leftover popcorn. I add nuts so it is more like the boxed version. That’s all we knew growing up in the 50’s and 60’s…

  37. 5 stars
    So fun & super fun to do with my children!
    Planning to make this for Halloween parties at school and popcorn balls for church.
    I look like a pro-cook, even though I’m not!
    Thanks, Lauren, for all of your awesome recipes!

  38. Can’t wait to try this!
    (I had to double check it’s baking soda, in the section where you talk about grainy caramel it says powder:)

  39. In your instructions you said you added baking powder. I’m thinking this is an error, as I know baking soda is the thing to use.

  40. Lauren I just heard about your blog from Cecilee Price Huish at the cousins shower for Mallory

    1. Aw fun! I’m sad I missed Mallory’s shower and seeing all you cute Price cousins 🙂 Happy you found my blog! Definitely let me know if you try anything! 🙂

  41. O M G – I didn’t know which one of these to ‘PIN’ first !!! I’m adding you to my list of bloggers who I wish WOULD ADOPT ME !! My mom used to make us caramel popcorn balls – and I’m planning to make this caramel popcorn with my grandchildren.