This Caramel Popcorn Recipe makes glossy, crunchy clusters with irresistible buttery sweetness, perfect for movie night or gifting.

A quick microwave caramel coats every kernel evenly, and a touch of baking soda keeps the texture light, crisp, and oh-so snackable.

We got the recipe from neighbors after they gifted it to us for Christmas, and we’ve been making it ever since.

For more favorites be sure to check out our: Homemade Kettle Corn recipe, Caramel Marshmallow Popcorn and White Chocolate Popcorn.

Why we think you’ll love it:

  • Great all year long. It’s a favorite for parties and movie nights, but also great to gift for birthdays and holidays like Christmas!
  • Yum factor! Homemade is always better than store-bought and this is caramel perfection!
  • Ready in minutes. This is a deliciously easy dessert with its simple ingredients and easy instructions.
Ingredients for caramel popcorn on a marble countertop.

Caramel Popcorn Ingredients

  • Plain popcorn (2 (3.29-ounce) bags): The airy base that catches every bit of caramel for sweet, crunchy bites. Use microwave bags of popcorn or a popcorn maker. You’ll need about 9-10 tablespoons of popcorn kernels or 18-20 cups of popped plain popcorn.
  • Butter (¾ cup): Adds rich flavor and helps the caramel coat kernels smoothly.
  • White Karo Syrup (⅓ cup): Prevents crystallization so the caramel stays glossy and pourable.
  • Brown sugar (1½ cup): Brings deep caramel sweetness and color. We use light brown sugar, but dark brown sugar can be used.
  • Salt (¾ teaspoon): Balances sweetness and brightens flavors; adjust if popcorn is salted.
  • Baking soda (¾ teaspoon): Aerates the hot caramel so it foams, creating a light, crisp texture on the popcorn.
  • variation Drizzle chocolate or white chocolate over the caramel popcorn while it’s cooling on the cookie sheet, or add chopped nuts.

How Much Popcorn to Make?

A 3.25 bag of popcorn contains 2.5 servings, each serving is 2 tablespoons of kernels which makes 4.5 cups of popped corn. For this recipe, you would need 2 bags which is 9-10 tablespoons of kernels or 18-20 cups of popped popcorn.

How to Make Caramel Popcorn

PREP. Make 2 bags plain popcorn and place it in a large bowl. Remove unpopped kernels.

  • A good trick is to pour your popcorn over a cooling rack. The un-popped kernels will fall through the cracks and the popcorn will stay on top.

CARAMEL. Using a medium-sized microwave-safe bowl add ¾ cup butter, 1½ cups brown sugar, ⅓ cup karo syrup, and ¾ teaspoon salt. Heat in the microwave for 2 minutes.

  • Add ¾ teaspoon baking soda to the melted ingredients. The mixture will foam up. Stir well.
  • The longer the caramel topping cooks, the crunchier it will be. This caramel corn recipe is meant to have more of a crunch, but if it is too hard to eat, then it was cooked for too long.

COAT. Pour over popcorn and toss together evenly coating all of the pieces.

  • Place the coated popcorn in the microwave for 1 minute and then stir. Place it back into the microwave and heat for another minute. For crunchier popcorn, heat it for another minute.
Homemade caramel popcorn recipe spread onto baking dish.

ENJOY! Line a baking pan with parchment paper and spread the coated popcorn on it to cool. Break apart and enjoy this caramel popcorn recipe!

Kristyn’s Recipe Tips

  • Use a very large bowl for tossing so every kernel gets coated without spills.
  • Work quickly after adding baking soda, the caramel is easiest to spread while foamy and hot.
  • For extra crunch, microwave the coated popcorn in 1 minute bursts, stirring between, up to 3 total minutes as noted.
  • Spread on parchment to cool in a single layer, break into clusters once set.
  • Stove Top Directions
    • In a medium saucepan, melt the butter over medium heat. Add the brown sugar, Karo syrup, and salt and stir while the mixture comes to a boil.
    • Boil the mixture for 5 minutes without stirring it. Add the baking soda and mix to combine everything and remove from the heat.
      • To avoid crystallization, be cautious about scraping the sides of the pot and accidentally stirring in the crystalized caramel.
    • Drizzle over plain popcorn in a large bowl, toss to evenly coat, and spread on a lined cookie sheet to cool completely.
Homemade caramel popcorn recipe in white bowl.
4.95 from 35 votes

Caramel Popcorn Recipe

This Caramel Popcorn Recipe delivers glossy, crunchy caramel corn with simple pantry ingredients, fast microwave steps, and perfect party flavor.
Servings: 5
Prep: 10 minutes
Cook: 5 minutes
Total: 15 minutes

Video

Ingredients 

  • 2 (3.29-ounce) bags plain popcorn
  • ¾ cup butter
  • cup white Karo Syrup
  • cup brown sugar
  • ¾ teaspoon salt
  • ¾ teaspoon baking soda

Instructions 

  • Make popcorn and place it in a large bowl. Remove the unpopped kernels.
  • Using a medium-sized microwave-safe bowl add the butter, brown sugar, syrup, and salt. Heat in the microwave for 2 minutes.
  • Add the baking soda to the melted ingredients. The mixture will foam up. Stir well.
  • Pour over popcorn and toss together evenly coating all of the pieces.
  • Place the coated popcorn in the microwave for 1 minute and then stir. Place it back into the microwave and heat for another minute. If you want crunchier popcorn, heat it for another minute.
  • Allow the popcorn to cool and enjoy!
  • Note: If you used salted popcorn, then reduce or omit the added salt.
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Notes

Stovetop instructions. In a medium saucepan, melt the butter over medium heat. Add the brown sugar, Karo syrup, and salt and stir while the mixture comes to a boil.
Boil the mixture for 5 minutes without stirring it. Add the baking soda and mix to combine everything and remove from the heat. To avoid crystallization, be cautious about scraping the sides of the pot and accidentally stirring in the crystalized caramel.
Drizzle over plain popcorn in a large bowl, toss to evenly coat, and spread on a lined cookie sheet to cool completely.
Use an airpopper. Pop 9-10 tablespoons of kernels to yield 18-20 cups of popped popcorn
Store in airtight plastic bags or containers at room temperature for up to 5 days. The caramel may soften after a few days of being stored. To crisp it up again, place it in the oven set to 250°F for about 5-7 minutes.

Nutrition

Calories: 499kcal, Carbohydrates: 66g, Protein: 1g, Fat: 28g, Saturated Fat: 17g, Cholesterol: 73mg, Sodium: 799mg, Potassium: 96mg, Fiber: 1g, Sugar: 64g, Vitamin A: 851IU, Calcium: 63mg, Iron: 1mg

Nutrition information is automatically calculated, so should only be used as an approximation.

Recipe FAQ

How to store caramel popcorn?

Break apart and store in airtight plastic bags or containers at room temperature for up to 5 days. The caramel may soften after a few days of being stored. To crisp it up again, place it in the oven set to 250°F for about 5-7 minutes.

This recipe was first published October 2019.

About Kristyn

Kristyn Merkley is a published cookbook author, wife, mom of six, and major food enthusiast! For the past 15 years, she has been sharing foolproof, family-friendly recipes—each one tested in her kitchen—that anyone can master. As a seasoned recipe creator, she loves making cooking simple, stress-free, and totally doable for everyone!

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4.95 from 35 votes (19 ratings without comment)

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Recipe Rating




57 Comments

  1. Deb says:

    5 stars
    This is the same recipe I have been using for years but I put mine on a sheet pan in a 250 degree oven for an hour, stirring every 15 minutes. I doesn’t get soft after days, although it usually doesn’t last that long!

    1. Lil' Luna Team says:

      I love that tip. Thanks for sharing your method!

  2. Bonzbrooks says:

    DO NOT RECOMMEND
    Recipe makes no sense. Blog talks about doing it over the stove top, while recipe and instructions talk about making caramel in microwave. Also says that it is free of corn syrup but calls for 1/3 Karo syrup.

    1. Lil'Luna Team says:

      Thanks for the feedback and for giving the recipe a try.

  3. Moriah says:

    I’m a bit confused. The directions and the recipe are completely different. Which way is best?

  4. Jamie says:

    Is it possible to make caramel popcorn with Berry Hill Creamy Caramel dipping sauce?

    1. Lil'Luna Team says:

      You know, I haven’t tried making it with caramel dip before. You could certainly give it a try. There might be recipes out there specifically using a dip too. You’ll have to let us know how it turns out if you make it with the dip!

  5. Liyah says:

    5 stars
    THANK YOU SO MUCH
    IT WAS GREAT
    LOve it

    1. Lil'Luna Team says:

      You’re welcome!! I’m so glad to hear you enjoyed the popcorn!

  6. liany says:

    5 stars
    this is the only recipe that doesn’t have corn syrup that has actually worked for me!! thank you so much

    1. Kristyn Merkley says:

      You are so welcome! Happy to hear that! Thank you for trying it!

  7. Jacqui says:

    Why does it say only 5 ingredients and no corn syrup, then the recipe has more than 5 ingredient,s one of them being corn syrup?

  8. Sarah says:

    You said this recipe is made without corn syrup but it has karo syrup, which is corn syrup, listed as an ingredient. Do you omit it?

  9. Lori Duncan says:

    I am a little confused as there is corn syrup in the recipe that says its a corn syrup free??

  10. Deborah Snorin says:

    Hmmm, I clicked on your recipe because it promised no corn syrup. And then you use Karo syrup. According to my Google at least, Karo is the brand name of a corn syrup. Are you suggesting we can make it while omitting the corn syrup because the instructions didn’t

    1. Suzanne Willea says:

      You can make corn syrup

  11. Kavita Persad says:

    Dear Kristyn,
    Can you please provide the old recipe as well. Thank you

    1. Hannah Pendergast says:

      Yes, please, this used to be my favorite recipe!!

      1. Kavita Persad says:

        I think this is it

        16 cups popped corn
        1 cup butter
        1 cup brown sugar
        2 tsp vanilla
        1 tsp baking soda

        CARAMEL. In a medium saucepan, melt the butter over medium heat. Then add in the brown sugar and mix everything together really well. Continue stirring while you bring the mixture to a boil.
        Boil the mixture for 5 minutes without stirring it. Once the 5 minutes are over, add in the vanilla and baking soda. Mix to combine everything.
        TOSS. Take the caramel off the heat. Drizzle the caramel sauce over the prepared popcorn in the large bowl. Toss it all together lightly to evenly coat the popcorn.

  12. Andy OGawa says:

    List has karo syrup. I thought no syrup.

    1. Kim says:

      you use honey instead it helps the sugar to not crystalize. if you don’t it may just be a little harder to make the syrup but totally possible

  13. Liana McBride says:

    5 stars
    So good

  14. Jenn B says:

    The instructions are for a stove top, no corn syrup, caramel sauce, but the recipe is for the microwave with corn syrup.

    1. Kristyn Merkley says:

      It’s Karo syrup 🙂

      1. Lori says:

        That is just a brand name of white/light corn syrup

  15. Jen says:

    Have you ever tried using this recipe to make Popcorn balls? I’m wondering if it will be too hot to handle.

    1. Kristyn Merkley says:

      I have not, for this recipe. One way to find out 🙂

  16. Karen williams says:

    Why is my Dr caramel popcorn sagging… how can I make it crispy

    1. Kristyn Merkley says:

      You can boil your caramel for a little longer. Boiling the caramel for less time, makes it more chewy 🙂

  17. dell murray says:

    5 stars
    It as easy and DELICIOUS.

    1. Kristyn Merkley says:

      Happy you think so! It’s our favorite! Thank you so much!

  18. Christina says:

    4 stars
    My caramel initially separated, but I added a but of hot water & mixed it well, then it snapped back into creamy caramel!

    1. Kristyn Merkley says:

      I am so glad it did!! Thank you for trying it!

  19. Kavita Persad says:

    5 stars
    I made this today for A family get together. It was a huge hIt. It was thE talk of the day. I followed directIons exactly. I used a gas stove And Kept thE heat on low. Turned out great.

    1. Kristyn Merkley says:

      That makes my day!! Thank you so much for saying that!

  20. Felicia says:

    5 stars
    Omg! This stuff is great! Thanks for The recipe. I already had everything on hand and it was so fast and easy to follow. I only did half batch to test it out. I Will definitely make another full batch soon!

    1. Kristyn Merkley says:

      Love when I have everything on hand! Thank you so much!

  21. cicko says:

    5 stars
    so good! I’m gonna make a third batch, but my first two didn’t come out perfect. The first one was grainy; the sugar hadnt dissolved enough in the butter. The second time was SO good, crunchy and even… but the butter seemed to seperate… I had to drained the coolinng popcorn on paper towels because the mixture had a load of grease that wouldnt re-join the sauce. Maybe I didn’t mix it enough?

    1. Kristyn Merkley says:

      I wish I knew for sure. I would try mixing real well & see if that helps.

    2. KIMBERLY says:

      I have had the same PROBLEM with The catamel sauce SEPARATING.

  22. Chris van der schyff says:

    Followed the instructions but the caramel dors mot become hard on the popcorn

    1. Kristyn Merkley says:

      I am sorry it didn’t. It should have, so not sure what went wrong. Even after letting it cool, it didn’t harden?

  23. Juliana from namibia says:

    5 stars
    I FOLLOwed the RECIPE and it came out perfect just the best 1st time ever i TRIEd making HomeMAID popcorn. Thank you my kids love it taste like from THe SUPERMARKET. I DIDN’T even put it in the oven just perfect. Juliana from namibia

    1. Kristyn Merkley says:

      That makes me so happy! Isn’t so easy & tastes way better! Glad your kids like it! Thank you so much for letting me know that!

  24. Lana says:

    4 stars
    this is a pretty good recipe…
    I just found that my sugar and butter were not combining so I ADDed a but of milk after everything worked just didn’t HARDEN, but atleast it didn’t go to waste

    1. Kristyn Merkley says:

      Well, I am glad it didn’t go to waste. Not sure why they weren’t combining. Glad you still liked it!

  25. Nichole says:

    Followed the DIRECTIONS perfectly with no deviation. Boiled on medium for 5 minutes on my gas rangetop without stirring per directions. The caramel burnt and made my house smell terrible. Not sure what happened. The only thing i can think is maybe Medium oN a gas range is too high. Pretty disappointed as i don’t have enough ingredients for a second attempt.

    1. Kristyn Merkley says:

      I’m so sorry. That’s the only thing I can think of, as well. I know is super hot, so I need to turn it down. I really am sorry it burnt.

  26. kristina says:

    5 stars
    What a delicious POPCORN! I like that I can eat it as is, or add treats like M&Ms or marshmallows.

  27. Olivia says:

    5 stars
    Such an easy treat to make. If you like popcorn you will love this caramel corN!

  28. Amy L Huntley says:

    5 stars
    This stuff is so addicting. Next time I make it, I better double the recipe. It did not last long at our house!

  29. Joy says:

    5 stars
    Homemade caramel popcorn is one of my favorites! It’s chewy & so easy to make. We love making it for movie night!

  30. Kristyn Merkley says:

    I haven’t tried using the white sugar, but I know the brown sugar gives it that caramel-y, sticky texture.

  31. Kristyn Merkley says:

    Thank you for trying it 🙂

  32. Karen williams says:

    Hi Holly, how do you make the caramel popcorn crispy

  33. LilLunaTeam says:

    I am always modifying and making changes to recipes to try and improve them. I’m sorry this recipe wasn’t to your satisfaction. Unfortunately I do not save the old recipes. Thanks so much for trying it!

  34. Lil'Luna Team says:

    Looks like the post hasn’t been fully updated. Thanks for pointing that out. We’ll work on it!