Classic Caramel Popcorn
Oct 27, 2018, Updated Sep 18, 2025
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Looking to scare up a sweet, classic treat for your Halloween parties? This Classic Caramel Popcorn is easy enough to make, even for first timers.
I’ve been making this recipe since I was a kid. I can still remember standing in the kitchen, waiting eagerly as the sweet, buttery caramel came together so I could pour it over the freshly popped kernels. My mom and I would always make a batch to kick off the Halloween season and keep it going through the end of the year.
Over the years, I’ve refreshed this recipe with a few tweaks to make it even better, but it still carries that same nostalgic crunch and sweetness I loved growing up. Whether you’re making it for movie night, gifting during the holidays, or just as a sweet snack for yourself, this homemade caramel popcorn never disappoints.
Ingredients You’ll Need
- Popcorn kernels – You’ll need about ¾ cup of kernels to make 20 cups of popped popcorn.
- Butter – 1 cup, or 2 sticks, add richness and flavor to build the caramel.
- Dark brown sugar – Sweetens the caramel and gives it that signature toffee-like taste.
- Corn syrup – Helps the caramel stay smooth and prevents crystallization.
- Salt – Balances out the sweetness.
- Baking soda – Creates tiny air bubbles in the caramel, making it light and smooth, helping it evenly coat the popcorn.
- Vanilla extract – Adds essential warmth and depth of flavor.
How to Make Caramel Popcorn
Making caramel popcorn at home is easier than you might think.
Use an air popper to pop your kernels until you have about 20 cups of fluffy popcorn. Remove and discard any kernels that didn’t pop.
Make the caramel sauce by simmering butter, brown sugar, corn syrup and salt. Once it’s boiling, stop stirring and set a timer for 4 minutes.
Stir in baking soda and vanilla, until caramel is lighter and smooth. Then toss the caramel with your popped popcorn.
Transfer the coated popcorn to a large roasting pan or high-rimmed baking sheet for 1 hour, stirring every 15 minutes for even coverage.
Cool and break into pieces for storage. The result is a sweet, crunchy popcorn that’s absolutely irresistible.
Frequently Asked Questions
To make 20 cups of popped popcorn, start with about ¾ cup kernels. This is the perfect amount for the caramel to coat evenly.
It’s not ideal. Microwave popcorn generally has oil and other additives that will throw off the flavor of your caramel popcorn. You can, however, use a stove-top popping method if you don’t have an air popper.
Once cooled, store your caramel popcorn in an airtight container at room temperature. It stays fresh and crunchy for up to 2 weeks.
Absolutely! Just be sure to use two large roasting pans so the popcorn bakes evenly and doesn’t clump together.
This usually means it wasn’t baked long enough. Be patient during the baking process. It takes the full hour to give it that crisp, crunchy finish.
This homemade caramel corn can be packaged in individual cups for serving at a Halloween party or in treat bags with a twist tie to give out as party favors. If you make this recipe, please leave a review or share a photo on Instagram. Tag @pestoandpotatoes so I can see how you serve this nostalgic treat.
Classic Caramel Popcorn
Equipment
Ingredients
- 20 cups popped popcorn, about ¾ cup kernels
- 1 cup butter, 2 sticks
- 2 cups dark brown sugar
- ½ cup light corn syrup
- 1 teaspoon kosher salt
- ½ teaspoon baking soda
- 1 teaspoon vanilla
Instructions
- Preheat oven to 250 degrees F. Use an air popper to pop about 20 cups of popcorn.
- Melt butter in a medium saucepan.
- Add brown sugar, corn syrup and salt, and stir constantly over medium heat. Once the mixture boils, stop stirring and set a timer for 4 minutes.
- Remove from heat and add in baking soda and vanilla. Stir well and carefully pour caramel over popcorn. Combine and transfer to two rimmed baking sheets or an extra large roasting pan.
- Place in preheated oven for 1 hour, stirring every 15 minutes.
- Let cool, break into individual pieces and store in an air-right container.
Like this? Leave a comment below!
Reed cleverly wrapped his Caramel popcorn in Halloween decorated round wraps just like people used to wrap old-fashioned sticky popcorn balls. However, his loose caramel popcorn is so much better and safer for your teeth than the old-fashioned version. We loved it.
I’m so glad you enjoyed it. This recipe has been a favorite to make since my childhood.
This was an enormous hit with my twin nine year olds (and me)! I look forward to adding this to our fall traditions. It felt special to have a home made treat.
It’s such a fun treat, and great to make with kids, too!
By FAR the best caramel popcorn we’ve ever had. My kids and husband launched into a long discussion about how much better this was than every store-bought version we’ve ever tried (and we’ve tried many)! All of this as they were wrestling for the last scrumptious bits. Can’t wait to make this again!
I’m so glad you enjoyed it. I’m glad your family found it to be a wrestle-to-the-last-bite delight.