Satisfy your sweet and salty cravings with this easy homemade caramel corn recipe. No candy thermometer required and you don’t need corn syrup!

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I didn’t realize how easy caramel popcorn could be until I tried it. It tastes so fresh and buttery — way better than anything storebought.
For more yummy caramel recipes, try my easy salted caramel sauce, maple caramel recipe and bourbon caramel sauce!
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Why This Recipe Works
- Quick and easy — just cook the caramel, mix, and bake.
- Tastes so much better than store-bought. It’s fresh and full of buttery flavor.
- Made without corn syrup, sweetened with brown sugar for a rich, toffee-like taste.
- Baking helps the caramel set and keeps the popcorn perfectly crisp!
- Stays fresh and crunchy for days!
- Great for gifting and serving around the holidays. It’s also the best treat for movie nights.
Ingredients

- Popcorn: Pop the popcorn fresh right before making the caramel. You can use the stovetop method, a popcorn maker, or the microwave. If using microwave popcorn, choose a plain or lightly salted kind instead of buttered.
- Butter: Use unsalted butter. If you only have salted butter, skip the extra salt in the recipe.
- Brown Sugar: Use light or dark brown sugar. It adds a sweet taste and a light molasses flavor. If you love caramel, try my salted tahini caramel millionaire bars.
- Salt: Rounds out the sweetness.
- Baking Soda: Baking soda helps with the texture of the popcorn. It keeps it from hardening.
Substitutions & Variations
- Use salted butter in place of unsalted butter. You can omit the additional salt if you use salted butter.
- Add some mixed nuts! Almonds and or peanuts work great! Mix in about 1 cup of salted or unsalted nuts with the popcorn before adding the caramel.
How to Make Caramel Corn
Quick Video Recap
Instructions


Step One: (Photo 1 above) Preheat oven to 300 F. Next, pop your popcorn. Place popcorn in a large mixing bowl or spread it out on a baking sheet.
Step Two: (Photo 2 above) Melt the butter and brown sugar together over medium low heat in a large sauce pan.


Step 3: (Photo 3 above) Stir until the butter and sugar have melted. Once melted, stir in the vanilla extract and salt.
Step 4: (Photo 4 above) Turn heat to low. Simmer for 4 minutes without stirring. Do not boil. Remove from heat and stir in the baking soda.


Step 5: (Photo 5 above) Drizzle the caramel over the popcorn in a bowl or on the baking sheet. Toss the popcorn with 2 wooden spoons or spatulas until it’s mostly coated.
Step 6: (Photo 6 above) Bake for 12-15 minutes, stirring halfway. Remove from oven and stir popcorn again then allow to cool.
Expert Tips
- Remove any hard, unpopped kernels after popping the popcorn — they’re not fun to bite into!
- Before making the caramel, measure out all the ingredients and keep them near the stovetop so everything’s ready to go.
Recipe FAQs
Yes, they’re the same thing! Both are popcorn coated in a sweet, buttery caramel and baked until crisp. The names are used interchangeably.
Yes, you can! Mix in 1 cup of your favorite nuts, like peanuts, cashews, or almonds, with the popcorn before adding the caramel. They’ll bake along with the popcorn and turn extra crunchy and flavorful.
Baking soda helps the caramel bubble up and become lighter. This makes it easier to coat the popcorn evenly and gives the caramel that crisp, airy texture once it cools.
Store caramel popcorn in an airtight container or storage bag at room temperature for up to 1 week.

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Caramel Corn
Ingredients
- 8 cups (88 g) natural popcorn freshly popped, If using microwave popcorn, choose a natural variety—avoid flavored or “buttery” kinds.
- ½ cup (113.5 g) unsalted butter
- ½ cup (110 g) brown sugar light or dark, packed
- 1½ teaspoons (1/2 teaspoon) vanilla extract
- ½ teaspoon (1/4 teaspoon) baking soda
- ¼ teaspoon (1/4 teaspoon) salt
Instructions
- Preheat oven to 300 F. Line a large baking sheet with parchment paper.
- Pop the popcorn on the stovetop, in a popcorn maker or in the microwave. Remove all unpopped kernels and place popcorn in a large mixing bowl.
- Take out the rest of the ingredients. Have them measured and next to the stovetop before you begin making the caramel.
- In a medium saucepan (2 to 3 quarts), melt the butter over medium heat. Once melted, stir in the brown sugar. Keep stirring gently until the sugar dissolves and the mixture looks mostly smooth and glossy before moving on. This takes about 3 to 5 minutes.
- Once it looks smooth, lower the heat slightly to medium-low. Let the caramel simmer gently for 4 minutes without stirring. It should bubble slowly, lightly, and evenly — not boil hard.
- Remove from heat. Quickly stir in vanilla extract and salt, then immediately add baking soda. The mixture will foam up lightly — that’s normal.
- Immediately pour the caramel over the popcorn in the bowl. Use two spatulas or wooden spoons to toss until mostly coated. Toss in the bowl first for even coating, then spread on the baking sheet to bake.
- Spread the popcorn evenly on the prepared baking sheet. Bake for 12–15 minutes, stirring halfway through (remove from oven, toss gently, and return to bake). It should look evenly coated and slightly darker golden than when it went into the oven.
- Remove from oven and stir once more. Let cool completely. The caramel will harden and the popcorn will crisp up as it cools.
Video
Notes
Nutrition
Please note that nutritional values are created by an online calculator and should only be used as an estimate.






Lynnette Siegl
can i freeze my leftover poppy cot?
Natalie Ward
Hi I think it should be fine to freeze in an airtight container for about 2 months.
Faith Segal
Absolutely delicious! Thank you so much for this great recipe! I substituted half of the honey for maple syrup.
Natalie
Hi Faith, Thank you so much for making this caramel popcorn recipe! I’m so glad you enjoyed it. Thanks for sharing your recipe notes and for taking the time to comment. Happy new year! -Natalie