The Best Homemade Caramel Corn Recipe
This easy homemade caramel corn is made with two basic ingredients: butter and light brown sugar. It comes out of the oven absolutely perfect every time. It makes a great homemade gift or sweet treat for a party. Once you see how easy this homemade caramel popcorn recipe is you will never want to buy store-bought caramel corn again!

Why this recipe is everyones favorite
I am not exaggerating when I say this is the best caramel corn recipe there is. I have been making this at the holiday season five-ever! It makes a big batch, so if we are going to a holiday party or have been invited over to watch football I will make a batch and put it in the largest bowl I have cover with plastic wrap and watch the crowd go wild upon arrival. It has been a family favorite since I was a kid. My mom always made caramel corn at the holidays. She would divide it up into bags with a nice ribbon and give it to neighbors, our bus driver who ever she felt was deserving of the ultimate treat.
Gather these ingredients
Steps to make the caramel popcorn
Pop popcorn. You will need 12 cups of popcorn. I prefer to use an air popped popcorn. If you do not have an air popper, then I would suggest making stove top pop corn or using the brown paper bag method (Which I know nothing about, but I know some people pop popcorn in the microwave this way.)
Spread popped popcorn out in a large roasting pan or two cookie sheet. Preheat oven to 250 F.
Place medium saucepan on stovetop over medium heat. Add butter, brown sugar, corn syrup, and salt to the pan, stir with a wooden spoon until butter has melted and the mixture is bubbling and the brown sugar has completely dissolved. I eyeball my it, but if you want to be more precise use a candy thermometer. Caramel should be around 235 F for chewy and if you like your caramel corn crunchier the caramel should be around 245 F.
Now remove your sauce pan from the stovetop. Make sure you are near your popped popcorn for this next step. Add baking soda to caramel and stir vigorously. There will be a chemical reaction from the baking soda that makes the caramel rise up and get foamy. Once this has happened pour the caramel mixture evenly over the popcorn and place in your preheated oven. Set a timer for baking time of 15 minutes.
Remove caramel corn from oven after 15 minutes, (make sure both hands are covered with oven mitts, because you do not want to get hot caramel corn on your skin) and stir around with wooden spoon or a large spatula. Scrape caramel from bottom of pan and redistribute it over popcorn. Return pans to oven and repeat this process one more time.
Spread parchment paper over countertop. After caramel corn has baked for 45 minutes total with two breaks for stirring remove from oven and dump on to parchment paper spreading out so that there are not too many large clumps, also so it cools faster.
Tips & FAQs
- The perfect popcorn to use for making caramel corn is mushroom popcorn. Mushroom popcorn is the perfect popcorn for making caramel corn. It gives you more surface area for your caramel to settle onto. I bought mine on amazon, but I am sure if you have a specialty food store near you they would carry it. The brand was Amish Popcorn mushroom popcorn.
- Do not use microwave packets of popcorn to make caramel corn. The popcorn actually sort of melts away when the caramel mixture is poured over it. Make air popped popcorn or pop it in a pan on the stovetop.
- Do not add any salt or butter to your popcorn after popping. You want fresh popped bare naked popcorn.
- After I pop my popcorn I usually go through and pick out any un-popped kernels, because a caramel covered un-popped popcorn kernel can be a tooth breaker!
- Warning: When working with hot sugar always be aware of your bare skin, any little drop of hot caramel on your skin will give you a deep burn. When my kids where younger I was always very careful to keep them away while I was pouring the caramel over the popcorn. If you do get hot caramel on your skin, run it under cold water immediately.
The best part is how easy this treat is to make. I am sure once you make this your family will want it again and again. Your friends will ask you to bring it to every party, and you will oblige because it’s so easy and absolutely the best caramel popcorn recipe ever!
I hope you enjoy, please take a moment to rate the recipe in the recipe card below. Share and tag Eat2gather on social media I would love to see what you are making! With love from my table to yours, Sheila
*Step by step photos coming soon. You can go here to see how gingerbread caramel corn is made. Same methods a few less ingredients.

Caramel Corn
Equipment
- 1 3 quart sauce pan
- air popcorn popper
- ` large roasting pan
Ingredients
- 12 cups popped popcorn NOT microwave, use air popper or pop over stovetop.
- 2 cups brown sugar
- 1/2 cup corn syrup
- 1 cup butter
- 1/2 tsp salt
- 1 tsp baking soda
Instructions
Preheat oven to 250°
- Pop popcorn and place in a roasting pan or on two baking sheets. You will need space to mix with caramel
- In a sauce pan melt butter, add brown sugar, salt, karo syrup, cook over medium heat until mixture because smooth and starts to boil. Let boil for 3 minutes, stirring continuously.
- Remove from heat, add baking soda give it a good whisk, mixture will react and start to foam up, this is good. Stir for 1 minute making sure baking soda has fully dissolved.
- Drizzle caramel over popcorn. With a spatula, fold caramel into popcorn gently. Place in oven for 10 minutes. Remove from oven, give caramel corn another fold, bringing the caramel up from the bottom of the pan onto the popcorn. Return to oven and bake for another 10 minutes. Remove and dump caramel corn onto parchment paper on your countertop. Let cool. Break up any large pieces.


We make this all the time, we cal it crack corn…it's that dang good!!!
Sometimes we cheat and use the Cheetos Puff Corn (found in the chip isle)
This brings back childhood memories of making this at my best friend's house & then going down her basement to watch TV.
YUM….been begging my hubby for this for days now. This will get him on it.
woww.. looks great.. i will make this recip asap… cant wait for… YUMMY
OH MY!!! This looks so delicious!!! I'm definitely going to have to make this recipe. I am not really a chocolate lover, but go NUTS for anything Caramel!!! Thanks so much for sharing! 🙂