Sweet and Crunchy Caramel Corn

Sweet and salty caramel corn

Sweet and crunchy caramel corn is the perfect thing to whip up on a crisp fall afternoon. This recipe makes a ton of caramel corn so there is plenty to share!

*This post contains some affiliate links that as an Amazon Associate pay me a small commission at no additional cost to you. Thanks for helping keep me in flour and sugar. See my disclosure policy here.

Jump to Recipe
Sweet and salty caramel corn

What is it about chilly fall mornings that makes me want to make caramel.  Fall and caramel go together like peas and carrots.  Actually, peas and carrots together are gross.  Fall and caramel go together like peanut butter and chocolate?

Sometimes making caramel seems scary, but this caramel is as easy as making the popcorn on the stove.  You just boil up some sugar for a couple minutes, pour it over the popcorn and let the oven do all the heavy lifting.

I promise, homemade caramel corn is so much more amazing than anything you can buy in the store.  Want to make it extra delightful?  While the caramel corn is still warm, sprinkle a little bit of sea salt over the whole pan!  Nothing like that sweet/salty combination!

Pouring caramel over popcorn

Ingredients in Sweet and Crunchy Caramel Corn:

  • Brown Sugar-the molasses in the brown sugar creates nice depth of flavor plus we want the acid to react with the baking soda later on.
  • Corn syrup-we add in the corn syrup which acts as a “doctoring agent” for our candy. It helps prevent the sugar from re-crystallizing so that our caramel is smooth and adds a slightly chewy stretchy texture that we’re looking for.
  • Butter-for fat which = flavor
  • Vanilla Extract-flavor
  • Baking Soda-to react with the acid in the caramel and create a softer finished texture
  • Flaky Sea Salt-I recommend using sea salt or kosher salt rather than table salt in this recipe. Both are large, flaky grain salts. Their flavor and texture both really add to this caramel sauce. I used Maldon sea salt when making mine. It’s a nice flaky finishing salt that really goes nicely with caramel. If all you have is table salt, by all means, don’t let it stop you from making this caramel , however, you should reduce the amount of salt to 1/2 teaspoon. Why? Because table salt crystals are small dense crystals and can pack more tightly into your teaspoon, making them “more salty” than the less dense sea salt or kosher salt.

Why do you put baking soda in caramel corn?

At the end of making the caramel for our corn we add in a teaspoon of baking soda. The baking soda will bubble up and get fizzy which is exactly what we want. What is happening? The baking soda is reacting to the acid in the brown sugar (hello there, molasses) and creating tiny carbon dioxide bubbles. Those bubbles give our finished caramel a crisper, softer “bite” so that we’re not biting into hard caramel. (Think well made peanut brittle vs. a giant bite of a Werther’s Original).

stirring caramel into popcorn

How to make caramel corn:

First we pop the popcorn. Put your popped popcorn in a GREASED 9×13 pan, maybe 2.

Then we’re going to make the caramel. It’s a fast and easy caramel sauce. Put the brown sugar, butter, and corn syrup all in a large pan over medium low heat and bring it to a boil. Watch it. Let it boil 5 minutes. Because we’re using brown sugar there really isn’t a good color indicator here, just set a timer and trust it.

Pull it off the heat. Stir in the vanilla. It will splutter, that’s ok. Stir in the baking soda. It will fizz. That’s what we want. Pour the hot caramel over your popped popcorn. Stir it to coat it all over.

At this point, I transfer my popcorn to a large rimmed baking sheet lined with parchment (no parchment-grease that pan!). Bake at 350 degrees for 15-20 minutes, stirring the caramel every 5 minutes. Why? We’re “drying” out the caramel. You can pull it out of the oven when the caramel looks dry.

Allow to cool completely. I’m not kidding, you will burn the crap out of your mouth if you don’t wait. Hot caramel is no joke.

caramel corn

Some notes about popcorn:

You can pop your popcorn however you like but to make caramel corn we want to start with plain, unflavored popcorn-no butter, no salt, no anything. When I was a kid, my family had an air popper and so that is how we used to make our popcorn. I don’t have one of those. So how do I make my popcorn?

Sometimes I pop it on the stove top. This method is super reliable as long as you use a heavy bottom pan. I tried the method where you mix some regular popcorn with some oil and place it in a brown paper lunch sack and microwave it. I burned it 4 times. Facebook friends told me to try this same method but use a bowl instead. Do whatever works for you.

How long does caramel corn last?

You want to store your finished, cooled caramel corn in an airtight container at room temperature. Stored this way it should easily last a month or so. I personally have never had it last that long. Usually when I make it, it’s gone in a couple days.

If it starts tasting a little bit stale, you can revive it by spreading it out on a baking sheet and popping it into the oven for 2-3 minutes and then allowing it to cool.

Sweet and Crunchy Caramel Corn

Prep Time 20 minutes
Cook Time 30 minutes


  • 2 cups brown sugar
  • 1/2 cup Karo syrup
  • 2 sticks butter
  • 1 teaspoon baking soda
  • 1 teaspoon vanilla
  • 1 teaspoon flaky sea salt
  • 1/2 cup unpopped popcorn about 15 cups popped


  • Pop your popcorn and place into large greased pan (or 2 9×13 cake pans if you don’t have a huge roaster pan)
  • In a large saucepan, heat brown sugar, butter, and Karo syrup.  Bring to a boil and boil for 5 minutes.
  • Remove from heat and stir in baking soda and vanilla. The caramel will get "fizzy" looking. Don't worry, that's what you want.
  • Pour the caramel evenly over the popcorn (if using 2 pans, divide between the two pans)
  • Toss to coat.
  • Bake at 350 degrees for 15-20 minutes.
  • While baking, stir the caramel very 5 minutes to ensure it does not burn. You know it's done when the popcorn looks "dry" When you pull it out of the oven, sprinkle generously with flaky sea salt.
  • Turn out of the pan and break apart.  Allow to cool and enjoy!

Have a deep love of caramel? Me too. Try these ooey gooey caramel nut bars or these caramel chocolate chip cookies with sea salt!

To make things a little easier in the kitchen, I’ve created a handy printable conversion chart (cause honestly, who can remember how many teaspoons are in a tablespoon?). Sign up below and I’ll send it to you!

Happy Baking!

Chocolates and Confections

Salt, Fat, Acid, Heat

Sally’s Baking Addiction

*This post was originally published back in 2013