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Homemade Caramel Popcorn Recipe

Sweet and gooey, this homemade caramel popcorn recipe is an old family favorite.
Prep Time5 mins
Cook Time10 mins
Total Time15 mins
Course: Dessert
Cuisine: American
Keyword: cornsyrup popcorn, soft caramel popcorn, soft caramel popcorn recipe
Servings: 12
Calories: 282kcal
Author: Momma Cyd


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


  • 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.
  • 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.
  • When it is finished cooking, take your pan 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.


Calories: 282kcal | Carbohydrates: 70g | Protein: 2g | Fat: 1g | Saturated Fat: 1g | Cholesterol: 1mg | Sodium: 40mg | Potassium: 101mg | Fiber: 2g | Sugar: 59g | Vitamin A: 17IU | Calcium: 47mg | Iron: 1mg