The BEST EVER Homemade Caramel Popcorn

Homemade caramel popcorn is soft, sweet, and absolutely delicious! A family favorite, this homemade popcorn is something you will definitely want to add to your weekly movie nights!

This popcorn is quick and easy to make, even for the most beginner of cooks! It takes about 20 minutes from start to finish! And if you thought this popcorn recipe was good, go ahead and try this Funfetti (Bunny Bait), Grasshopper, and this amazing Salted Caramel Popcorn!

Caramel Popcorn Recipe

Finding a good caramel popcorn recipe is like trying to find a unicorn. It feels impossible! But after you try this recipe, you will not have to look anymore because this is it! This recipe has that delicious crunch of popcorn while being drizzled with the perfect amount of ooey-gooey caramel! It’s not too soggy and it’s not crispy. It’s just right! I felt like every other caramel popcorn had either too much caramel or not enough. The ratio always seemed off making it disappointing. But, after making this recipe, I have found the perfect mix!

This caramel popcorn is SO good that you will definitely want to make more than one batch at once… You know, so you can have a secret stash for yourself to snack on during the week! I love how the texture is not only fantastic, but the caramel taste is just right. In fact, I love making it with these Ranch Pretzels, Muddy Buddies, and this Brown Butter Rice Krispies Treats for our game nights and movie nights! It goes with just about everything! This recipe is a tried and true favorite and I think that it’s definitely one that your family will go crazy for!

Ingredients In Homemade Caramel Popcorn

You probably already have most of these ingredients in your pantry which keeps this simple! In fact, I love a recipe where I already have everything on hand! It makes it an easy yes when deciding if I should make it or not! See the recipe card below for exact measurements.

Popcorn kernels: Make sure they are fresh! Old popcorn kernals don’t fully pop and definitely don’t taste as fresh!
Brown sugar: My favorite kind of sweetener to use!
Butter: The butter is melted with the brown surgae, creating your caramel base.
Karo syrup: This brings in an additional sweet flavor and binds the ingredients together.
Sweetened condensed milk: One of my favorite ingredients of all time, the sweetened condensed milk is exaclty what will make this caramel stand out!
Baking soda: This reacts with the brown sugar and corn syrup! It helps the caramel maintain a soft texture.

Let’s Pop Some Popcorn!

You should take 20 minutes and make this caramel popcorn because it’s not only delicious, but it’s so simple and easy! Actually, it’s a great one to make with the entire family, my kids love watching the popcorn pop. Go ahead and give it a try, I know that you will love it!

Pop the popcorn: Pop your popcorn kernels in an air popper machine and pop into a large bowl. Set aside.
Mix caramel ingredients: On medium high heat in a medium saucepan, cook the brown sugar, butter, and karo syrup. Allow to come to a boil and then add sweetened condensed milk.
Boil: Allow to softly boil for about 3-4 minutes (until it gets to the softball stage.) Be careful to not cook to long and allow it to burn.
Remove from heat: Remove from heat and carefully stir in baking soda.
Pour, mix, coat and enjoy!: Pour the caramel over the popped popcorn. Then, mix it with a wooden spoon to make sure that it can all be coated evenly. Enjoy!

4 pictures showing how to make caramel popcorn step by step.

Baking Tips

Baking caramel popcorn can be tricky but here are a few things that you can do to make it turn out just right! To help you out, I’ve come up with some tips that will be helpful in making this taste perfect!

Getting rid of unpooped kernals: There is nothing worse that biting into the surprise unpopped kernal and almost breaking your teeth! To get rid of these and avoiding that problem, you just have to take one extra step! Once your popcorn is done popping, pour it onto a baking cooling rack. As a result, all of the unpopped kernals will fall through and the popcorn will stay on top! Put the popcorn back into your bowl. Now, after you’ve poured the caramel sauce on the popcorn, you won’t have to worry about biting into those kernals! It’s definitely worth the extra step!
Nonstick utinsels: If you use a nonstick pan and a silicone spatula (instead of a wooden spoon), the clean up will be FAR easier!
Don’t overcook: Overcooked caramel definitely has a burned taste to it. So, when you are cooking it, your caramel should be a golden brown color. If it’s too dark, then that means that it’s overcooked! So keep a close eye on it and stir it constantly.

How to Store Leftovers

If you are lucky enough to have leftovers of this caramel popcorn, here are a few tips on how to store it! In fact, it tastes just as delicious the next day so maybe even make some extra! That way, you will already have a quick snack on hand!

At room temperature: Place your cooled caramel popcorn in a sealed, airtight container. Then, you can leave it on the counter and your popcorn can last 7-10 days!