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Air-pop the unpopped popcorn kernels according to your air popper's instructions. Once popped, transfer the popcorn to a large baking pan (or multiple pans if needed to avoid overcrowding). Carefully remove any unpopped kernels from the popped corn.

In a medium saucepan, combine the unsalted butter, brown sugar, Karo dark corn syrup, and salt.

Place the saucepan on a stovetop over medium-high heat. Bring the mixture to a rolling boil, stirring continuously for approximately 5 minutes to ensure the sugar dissolves and the mixture thickens slightly.

Remove the saucepan from the heat. Immediately add the baking soda and stir vigorously until well combined. The mixture will foam up and lighten in color.

Carefully pour the hot caramel sauce over the air-popped popcorn in the baking pan. Pour in about three stages, mixing thoroughly with a spatula or spoon after each addition, until every kernel is evenly coated with the caramel.

Preheat your oven to 250°F.

Place the caramel-coated popcorn in the preheated oven. Bake for a total of 1 hour, stirring every 15 minutes. For the first 15-minute interval, bake as is.

After 15 minutes, remove the pan from the oven. Use a spatula or tongs to break up any clumps and stir the popcorn to ensure even baking and to prevent it from sticking together. Return to the oven for another 15 minutes.
Repeat the stirring process. Remove the pan, stir well, and return to the oven for another 15 minutes.

For the final 15-minute interval, remove, stir, and return to the oven. This consistent stirring during baking is crucial for achieving the crunchiest texture.

After 1 hour of baking, remove the caramel popcorn from the oven. Allow the popcorn to cool completely on the baking pan. Cooling is essential for the caramel to harden and achieve its signature crunchy texture.

Once completely cooled, break apart any remaining clumps and serve. Store in an airtight container at room temperature.


Air-pop the unpopped popcorn kernels according to your air popper's instructions. Once popped, transfer the popcorn to a large baking pan (or multiple pans if needed to avoid overcrowding). Carefully remove any unpopped kernels from the popped corn.

In a medium saucepan, combine the unsalted butter, brown sugar, Karo dark corn syrup, and salt.

Place the saucepan on a stovetop over medium-high heat. Bring the mixture to a rolling boil, stirring continuously for approximately 5 minutes to ensure the sugar dissolves and the mixture thickens slightly.

Remove the saucepan from the heat. Immediately add the baking soda and stir vigorously until well combined. The mixture will foam up and lighten in color.

Carefully pour the hot caramel sauce over the air-popped popcorn in the baking pan. Pour in about three stages, mixing thoroughly with a spatula or spoon after each addition, until every kernel is evenly coated with the caramel.

Preheat your oven to 250°F.

Place the caramel-coated popcorn in the preheated oven. Bake for a total of 1 hour, stirring every 15 minutes. For the first 15-minute interval, bake as is.

After 15 minutes, remove the pan from the oven. Use a spatula or tongs to break up any clumps and stir the popcorn to ensure even baking and to prevent it from sticking together. Return to the oven for another 15 minutes.
Repeat the stirring process. Remove the pan, stir well, and return to the oven for another 15 minutes.

For the final 15-minute interval, remove, stir, and return to the oven. This consistent stirring during baking is crucial for achieving the crunchiest texture.

After 1 hour of baking, remove the caramel popcorn from the oven. Allow the popcorn to cool completely on the baking pan. Cooling is essential for the caramel to harden and achieve its signature crunchy texture.

Once completely cooled, break apart any remaining clumps and serve. Store in an airtight container at room temperature.
