Caramel Corn

Caramel corn is quite easy to make, just don't attempt to make it (or any candy) on a humid day. Be careful as the caramel sauce is quite hot; as a safety precaution do not have children running underfoot while making this recipe.

  • Yield: Makes about 5 quarts


  • 4-5 quarts popped popcorn (a double batch of this popcorn recipe, unsalted, unbuttered), any un-popped kernels removed
  • 2 cups firmly packed brown sugar
  • 1 cup (2 sticks) unsalted butter
  • 1/2 cup dark corn syrup
  • 1 Tbsp molasses
  • 1 teaspoon salt
  • 1/2 teaspoon baking soda
  • 2 cups salted peanuts (optional)


1 Pre-heat oven to 225°F. Place already popped popcorn in large roasting pan; set aside.

2 Bring sugar, butter, corn syrup, molasses, salt to a boil: Combine brown sugar, butter, corn syrup, molasses and salt in a thick-bottomed, 2-quart saucepan. Cook over medium heat, stirring occasionally, until mixture comes to a full boil.

caramel-corn-1.jpg caramel-corn-2.jpg

3 Continue cooking, stirring occasionally, until candy thermometer reaches 250°F or small amount of mixture dropped in ice water forms a hard ball (about 12 to 14 minutes).

caramel-corn-3.jpg caramel-corn-4.jpg

4 Remove from heat; stir in baking soda. The caramel will foam up a little and turn a lighter color when you add the baking soda.

5 Carefully pour hot mixture over the popcorn in a large roasting pan. (If you would like peanuts with your popcorn, sprinkle the salted peanuts over the caramel sauce at this point.)

Using a wooden spoon, stir until all popcorn is coated. (Be careful not to let the caramel touch you; it's very hot.)

caramel-corn-5.jpg caramel-corn-6.jpg

6 Cook in oven: Place in the 225°F oven for 20 minutes. Remove from oven, stir to more evenly coat the popcorn with the caramel sauce.

Return to oven. Continue cooking for 20 minutes more.

7 Remove from oven. Immediately spread caramel corn out onto parchment paper or a Silicone mat. Let cool completely. Break into bite-sized pieces. Store in tightly covered container.

Click on the comments you'd like to print with your recipe. Grayed out comments will not print.


  • Jo

    As silly as it sounds, I didn’t find out until recently that you could successfully make popcorn on the stove. I had an air popper which flung popped kernels around the kitchen so gave up on that. Followed this recipe to the letter, came out perfect.


  • Bob

    I skip the part where you take the pot off of the flame. When the first few kernels pop I add the rest and reduce the heat. Popping will usually start in about a minute. With this technique you don’t burn any kernels and almost all of them pop. Let them rest for 30 seconds to get crispy and then enjoy.

  • Couldn't Be Parve

    This sounds delicious. Just a quick question. How long will this caramel popcorn last before it gets stale? I want to make some for gifts and am wondering how far ahead I can make it. Thanks

  • Meena

    re: the baking soda question. Baking soda (sodium bicarbonate) acts as base and reacts with an acid (the molasses, the brown sugar) to form carbon dioxide and water. My guess is that the function of the tiny carbon dioxide bubbles is to create pockets of “air” as the sugar cools and reforms its crystalline structure. I believe this makes the brittle, the caramel, etc. easier to bite through versus biting into a completely solid block of hardened candy – like breaking through three layers of giant bubble wrap, versus punching through a a 3-inch-thich layer of saran wrap.

    • Clayton

      Great break down! I really dig knowing why certain ingredients work for a recipe!

    • Elise Bauer

      I love the visual bubble-wrap explanation of the chemistry Meena, thank you!

  • Mrs4444

    This is exactly the same recipe my family’s used for generations. One tip I would add is to take the time to remove any seeds at the end–Dental work is such a DRAG!

  • Elsa

    It was my first time popping my own popcorn and everything turned out great! I visit this site religiously and have used multiple recipes from here. Thanks for all the good recipes and the nice helpful tips along with it!

  • Lydia

    Made this tonight it was terriffic! Made a few modifications… 6 bags of microwave popcorn. Cut bag on the butter, didn’t have corn syrup so I used pancake syrup. The molasses really added nice flavor! We used about 6 quarts of popcorn because the caramel was so sweet. I like my caramel corn googey and hot so omited the baking. Will deffinatly make this again!! New family favorite!!

  • Sean

    This recipe goes great at parties. My family can’t get enough, it barely lasts long enough to cool.

  • Kay

    I made this popcorn a couple of months ago it was was sweet & crunchy :) My husband and I couldn’t eat all of it so my co-workers gladly did.

  • april

    I have made this twice in the last month… its soooo good! 4 of us hog it all up in about 2 days. I’ve been out of molasses for a while (big gingerbread people binge) so I omitted that from the recipe both times, still delicious. The second time I forgot the baking soda. It was still tasty and almost as good, but much harder to eat- the caramel sticks to your teeth a bit, and its just hard to chew.

  • Samantha Beggs

    Great! I’m 10 years old and this was pretty easy. I usually HATE caramel corn, but this was great! I would be a good idea to sift the kernels, though. I makes quite a lot. We started in a turkey cooking pot. We used 6 bags, so don’t make that mistake:)

  • Shannon

    I am normally indifferent to packaged caramel corn–even the “good” stuff from the shore. Unfortunately for my waistline, I am totally, completely, head over heels for this version. I actually opened the oven door twice during cooking to sample the goods. I burned my tongue, but it was worth it. Needless to say, I inhaled the cooled stuff. So I must say “thank you”; this is going to be my go-to gift for Halloween and Christmas (I was thinking holiday m&m’s after it comes out of the oven). I will, however, curse you when I have to do deep knee bends to get into my jeans.

  • Kevin E.

    I made this at the beginning of December using the Perfect Popcorn as the base and it was the best caramel corn I have ever tasted. I took it to work and it was all gone before the end of the day. People that do not eat sweet products had two or three cupfuls. Thank you for posting such a wonderful recipe.


  • Cindy

    We made this recipe and it was incredible! Thanks :)

  • Sang

    When I make caramel corn, I throw the popcorn and the hot mixture in a paper bag (the big ones from grocery store) and just toss it around til all the kernels are evenly coated.
    this method works great. Trust me :)

  • Kelli

    I made caramel popcorn balls last year, and the next day, the popcorn was all soft…like it was stale. Any ideas of what caused this? I can’t remember the recipe I used, off the top of my head, but I’m sure it was similar to this.

    BTW, Elise, your short rib stew is baking in my oven right now, and it smells delicious. Thanks for the great recipes!

  • Mejkin

    Carmel Corn will always be my one true weakness. Once I start, I simply cannot stop. I remember my mother making carmel corn with a recipe like this when I was a child, but have never made it myself b/c it seemed too involved. Then when I was in college I was re-introduced to my Uncle Roger’s carmel corn, which is super-easy, utterly delectable, and incorporates ingredients any layperson will have in the pantry.

    1 1/2 c. brown sugar
    2 T. butter
    1/3 c. water
    2-3 bags of microwave popcorn, popped (I use lite butter)

    Mix and boil the first three ingredients on medium, stirring continually, until reaching the “softball” stage. Once the carmel is ready, pour over the popped corn and distribute the sugary goodness evenly by stirring with a wooden spoon. If you can’t possibly wait a minute longer, dig in immediately! However, I find the popcorn tastes a bit better once the carmel has cooled and set (about 30 minutes).

    • Pamela Thompson

      I like this simple version. I had all of the ingredients and it was very easy to make. It was delicious. The hardest part was waiting 30 minutes. Thank you.

  • deb

    This looks incredible. I am fascinated by the addition of baking soda–is this to keep the caramel from getting too hard? A friend that is a pastry chef always puts a pinch in her brittles to keep them from getting to glass/shard-like when eaten. It sounds genius, but I haven’t tried it…

    • Elise Bauer

      Regarding the question about baking soda. I’m not sure. Every recipe I have found for caramel corn includes baking soda, so I’ve included it. I think it may have something to do with allowing the caramel to spread more easily. When you add the baking soda, the caramel sauce foams up and expands. Perhaps it makes it less brittle as well? Any food chemists out there who might know how this works?


  • rosemari

    My caramel popcorn is in the oven as I type this. Can not wait to eat this with my little munchkin. Quick question. What does the baking soda do? I forgot to add it so I hope that I did not mess it up that much.

  • Timothy

    Yum! This version sounds delish, and just in time for halloween.

    From traumatizing personal experience, I am compelled to share with my fellow Elise fans that when she says the melted sugar will be “very hot,” she means it is molten lava that will stick to your flesh like tar and burn right through your skin leaving a scar for years.

    So, for heaven’s sake, be careful! That photo of the finished corn looks awesome, and I’m definitely going to try this one – possibly wearing gloves throughout. Eek.

  • EH

    For popcorn balls, I think the standard technique is to let the popcorn cool only enough so that it doesn’t melt the cling wrap that you use to form the balls. Get a square of cling wrap, put a modest pile of caramel corn (or other) in the middle, then draw the edges up so that you can mold and wrap the ball in one go. Seal with a kiss.

  • Liz

    If I were to make caramel popcorn balls, at which point could I form them into balls? Is there a science to it, or is it just when it is cool enough to touch with our bare hands? This sounds like an awesome Halloween Party treat! :) Yum!

  • Katherine

    Elise, I am trying to make caramel corn with a batch of caramels that I made that came out too soft – when I heat the caramel, mix it with the corn, and put it in the oven it got dark, almost bitter after 45 minutes. It also seemed to melt off the corn. I wonder if it’s the fact that I use a copious amount of cream in my caramel. Any thoughts?

    BTW, I’ve read your site for months now, and it’s now as much of a staple as williams-sonoma for recipes. Thanks for all the hard work you’ve put in to this!

    • Elise Bauer

      Hi Katherine, yep it’s the cream in your caramels that are not working in this recipe. Caramel corn is more candied. The caramel in caramel corn doesn’t have any cream in it.