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 perfect caramel popcorn recipe!

I love everything about this easy homemade caramel popcorn recipe, especially that it only requires a few inexpensive ingredients that I usually have on hand. Have you tried Chicago Popcorn?  It’s essentially cheddar popcorn mixed with caramel popcorn! I also love Peanut Butter Popcorn!

A clear glass bowl full of caramel popcorn.

Caramel 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 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?

Ingredients in Caramel Popcorn:
  • Popcorn– For a healthier version of Caramel Popcorn, pop your own popcorn without adding salt, sweeteners, or butter.  For over the top amazing Caramel Popcorn, use movie theater style popcorn.
  • Brown Sugar
  • Corn Syrup
  • Butter
  • Vanilla Extract
  • Baking Soda
The individual ingredients needed to make caramel popcorn including a bowl of popped popcorn, corn syrup, brown sugar, vanilla, baking soda and butter.
Did you know you can pop your own popcorn kernels without a popcorn popping machine?

Add ¼ cup popcorn kernels to brown paper lunch bags 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 does my caramel corn get grainy?

Grainy caramel (or crystalized caramel) occurs when the sugar crystals in the caramel seize up or cling together.  You can prevent this from happening by adding baking soda which will cause the sugar molecules to break up, or by adding a different type of sugar along with the table sugar (sucrose).

This 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.

How to make caramel popcorn:
  • 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.

Four process photos for making caramel popcorn with the sauce made in a skillet and then poured over popcorn on a baking sheet.

  • Remove from the heat and stir in baking soda and vanilla
  • Immediately drizzle caramel over popcorn. Toss gently with a spatula until coated. Bake for 45 minutes, stirring the popcorn every 15 minutes.

One corner of a cookie sheet with caramel popcorn in it.

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. 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 keep caramel popcorn fresh:

To keep your caramel corn fresh, be sure to store it in an air tight container or ziplock 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.)

Why add baking soda to the caramel?

You will notice that when you add the baking soda to the caramel mixture, the caramel will start to foam.  This foam is basically carbon dioxide air bubbles that are the result of the chemical reaction between the brown sugar and the corn syrup.  Essentially, the baking soda allows the caramel to have a softer, silky texture that sticks to the popcorn and keeps it from getting hard.

Close-up photo of caramel corn in a bowl.

Check out my other DESSERT RECIPES!  Some of my favorite snack-like desserts include:


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Prep 10 mins
Cook 50 mins
Total 1 hr
Add to Meal Plan



  • 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 or tinfoil sprayed lightly with nonstick cooking spray. Add popcorn to pan in an even layer and place in the oven to warm
  • 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.
  • Remove from the heat and stir in baking soda and vanilla.
  • Immediately drizzle caramel over popcorn. Toss gently with a spatula until coated.
  • Bake for 45 minutes, stirring the popcorn every 15 minutes.


Calories: 322kcalCarbohydrates: 62gProtein: 2gFat: 9gSaturated Fat: 5gCholesterol: 23mgSodium: 205mgPotassium: 91mgFiber: 2gSugar: 53gVitamin A: 284IUCalcium: 39mgIron: 1mg

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Have you tried this recipe?!

RATE and COMMENT below! I would love to hear your experience.


*I originally shared this recipe March 2015. Updated March 2019.


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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. 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.

  2. 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! 🙂

  3. 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.

  4. 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:)

  5. 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!

  6. 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…

  7. 5 stars
    This was a great recipe to make with my 10 year old daughter. It was so yummy. We will definitely make again.

  8. 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!

  9. 5 stars
    DELICIOUS! OMG! Just enough sweet, not too much. Crunchy and chewy. Not enough stars to rate this…. Sooo yummy!

    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.

  10. 5 stars
    Have to get the Butter and Brown sugar will be making this real soon cant wait prehaps Tomorrow .! #### CANT WAIT####

  11. 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.

  12. 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!

  13. 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!

  14. 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. 😁

  15. 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!!!!

  16. 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.

  17. 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

  18. 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.

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

  20. 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.

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

  22. 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.

  23. 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

  24. 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

  25. 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!

  26. 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!

  27. 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.

  28. 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!