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I often buy my popcorn in bulk because I’m not a fan of those fake butter microwave things.  The last time I bought popcorn, the store had it in one of those sliding, chute dispensers.  That’s fine—it saves me the trouble of finding a scoop—but it means that it’s highly likely that too much popcorn will come rushing out of the chute and into your bag.  Which is what happened to me.  And it’s not like you can put it back.  That’s bad form.  So…what do you do with all this popcorn?  Well, make some caramel popcorn.

Just remember to pick out the unpopped kernels before you dump the caramel on. Otherwise, be really careful when you eat.

I don’t normally make candy (the caramel) because I have to break out the candy thermometer and it’s kind of a pain to wash afterward.  Well, you don’t actually need one for this recipe.  For one thing, the caramel going over popcorn.  And, if the caramel ends up too soft, there’s a drying portion in the oven.  It works out really well.


  • 4-5 qt popped popcorn (what you would typically get with a bag of microwave popcorn if you buy those kinds of things)
  • 0.5 c corn syrup (dark preferred)
  • 2 c brown sugar
  • 8 tbsp (1 stick) unsalted butter
  • 1 tsp salt (optional)
  • 0.5 tsp baking soda
  • 1 tsp vanilla
  1. Preheat oven to 250F.
  2. Bring corn syrup, butter, sugar, salt to a boil, stirring constantly.
  3. Boil unstirred for about 5 min (or bring temp up to 250F if you have a candy thermometer).
  4. Take off heat, stir in baking soda and vanilla.  Mixture will foam.
  5. Pour over popcorn, stirring to coat.
  6. Spread over sheet pan and bake for 1hr (this is to dry out the caramel a bit, you can do more or less depending on how brittle you want it).


  • If you like a butterier caramel popcorn, up the butter amount.  I’ve made it with a whole cup of butter before.  You have to stir for a pretty long time before everything gets incorporated though.  Also, a cup of butter is kind of gross.
  • The corn syrup is there to keep the consistency of the caramel smooth.  If you don’t have it, the caramel can come out grainy.  I’ve been told that you can use a bit of lemon juice to the same effect.  I’ve not tried it myself though.
  • Add peanuts to make something like Cracker Jacks.
  • Next time, I’ll try making a smaller batch in the microwave and see how it turns out.
  • Also, I got to use an em dash!  Two even!  A matched set!

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