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Preheat your oven to 250°F. Line a large baking sheet with parchment paper or a silicone baking mat and set aside.

Pop the popcorn: In a large pot with a lid, heat the vegetable oil over medium-high heat. Add the popcorn kernels, cover, and shake occasionally until all kernels have popped. Remove from heat and transfer the popped popcorn to a very large heatproof bowl, removing any unpopped kernels.

Make the caramel: In a medium saucepan, melt the butter over medium heat. Add the brown sugar, corn syrup, and salt. Bring the mixture to a boil, stirring constantly. Once boiling, stop stirring and let it boil for 4 minutes.

Remove the caramel from heat and immediately stir in the baking soda and vanilla extract. The mixture will foam up. Pour the hot caramel over the popped popcorn in the large bowl.

Stir gently with a heatproof spatula or wooden spoon until the popcorn is evenly coated with caramel. This may take a few minutes.

Spread the caramel-coated popcorn in a single layer on the prepared baking sheet.

Bake for 1 hour, stirring every 15 minutes to ensure even baking and to prevent sticking. This will help the caramel become crisp.

Remove from the oven and let cool completely on the baking sheet. Once cool, break the caramel popcorn into pieces. Store in an airtight container at room temperature.


Preheat your oven to 250°F. Line a large baking sheet with parchment paper or a silicone baking mat and set aside.

Pop the popcorn: In a large pot with a lid, heat the vegetable oil over medium-high heat. Add the popcorn kernels, cover, and shake occasionally until all kernels have popped. Remove from heat and transfer the popped popcorn to a very large heatproof bowl, removing any unpopped kernels.

Make the caramel: In a medium saucepan, melt the butter over medium heat. Add the brown sugar, corn syrup, and salt. Bring the mixture to a boil, stirring constantly. Once boiling, stop stirring and let it boil for 4 minutes.

Remove the caramel from heat and immediately stir in the baking soda and vanilla extract. The mixture will foam up. Pour the hot caramel over the popped popcorn in the large bowl.

Stir gently with a heatproof spatula or wooden spoon until the popcorn is evenly coated with caramel. This may take a few minutes.

Spread the caramel-coated popcorn in a single layer on the prepared baking sheet.

Bake for 1 hour, stirring every 15 minutes to ensure even baking and to prevent sticking. This will help the caramel become crisp.

Remove from the oven and let cool completely on the baking sheet. Once cool, break the caramel popcorn into pieces. Store in an airtight container at room temperature.
