Homemade Caramel Popcorn Recipe

This recipe is an old classic at our house in the Fall! My Mom used to make it Saturday morning on the first weekend in October. I used to love watching it slowly come out of the popper machine! It is gooey, chewy, and so easy to make! And because it makes so much, our neighbors also looked forward to the first weekend in October. Hope you love it as much as we do!

Serves: 12

Homemade Caramel Popcorn Recipe

Gooey easy caramel popcorn that is so easy to make!!

5 minPrep Time

10 minCook Time

15 minTotal Time

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  • 1 pound brown sugar
  • 14 ounce can sweetened condensed milk
  • 1 cup Karo syrup (light corn syrup)
  • 1/2 cup butter
  • 1 cup of unpopped popcorn


  1. Pop your popcorn in an air popper machine. My machine only allows 1/2 cup of kernels at a time so I had two separate batches that I had to pop.
  2. Cook the brown sugar, Karo syrup, and 1/2 cup of butter over the stove on medium high heat and bring to a boil. Add the sweetened condensed milk. Stir continually for about 3 to 4 minutes until it gets to the soft ball stage (it clings together when you drop some in cold water). It will burn if you cook it too long, so make sure you are stirring continuously and watch it closely.
  3. When it is finished cooking, take your pot off the stove and pour the caramel sauce over your air popped popcorn. Mix until all the popcorn is completely coated. You will need a very large bowl to mix it all together!
  4. Don?t have an air popper machine? You can pop your own popcorn in the microwave. Remodelaholic has an excellent way to do it. Find out how do it here.
Recipe Type: Snack

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31 Responses to “Homemade Caramel Popcorn Recipe”

    • We eat it fast, so it doesn't hang around too long. It should be fine for a few days. Store on a plate covered with saran wrap or in an airtight container! We are so glad you came to our class at the Pinners conference and that you liked the caramel popcorn. We were on a tight schedule or we would have taken the time to get the unpopped kernels out! :) Have a great day!
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  2. I made this last night. I used 3bags of microwave popcorn - I do not have an air popper. I used the butter flavor. This covered the 3 bags and made a little leftover caramel. I suggest not cooking quite as long as this calls for, and spraying your bowls with cooking spray first to make it easier to get out of the bowl!

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