Soft Caramel Popcorn

This is our family’s favorite soft caramel popcorn recipe. It’s chewy and gooey, and completely irresistible! Plus, this stove-top recipe takes less than 20 minutes!

This soft and chewy caramel corn recipe comes courtesy of my aunt Peggy, who got the recipe from her sister-in-law Jeanette. Peggy makes it every year during our family reunion and it’s something everyone in the family looks forward to. Especially me!

She was generous enough to share the recipe for this caramel popcorn with me, and it’s just too good to be kept a secret. It’s a no-fuss stove-top recipe and it’s very easy to make. No need to make caramel from scratch, and there’s no need for a candy thermometer. So, no excuses!

Enjoy this caramel popcorn as a treat for the holidays, movie night, family gatherings, or any time the craving hits. This recipe makes a super big batch, but can be cut in half easily if needed.

Why you’ll love this recipe

This is a soft and sticky caramel popcorn. It’s ooey and gooey, and finger-licking good! If you’re looking for a crunchy caramel corn recipe, this isn’t it. But I promise you’ll love the buttery caramel flavor and soft and chewy texture as much as I do!

Caramel corn ingredients

Here’s what you’ll need to gather to make this soft caramel popcorn (full recipe at the bottom of this article):

• Popped popcorn
• Butter
• Light corn syrup
• Light or dark brown sugar
• Sweetened condensed milk
• Vanilla extract
• Salt

How to pop popcorn for this recipe

There are a few ways to pop the popcorn for this caramel corn. There is no single right way to do it, so feel free to use your favorite method.

Here are 3 easy options:

1. Stovetop Popcorn Maker— I’ve fallen in love with my Whirley-Pop and I’m never going back. This is my favorite way to make popcorn! It’s easy to use, easy to clean, and it’s done popping in 3 minutes.
2. Air Popper— This is a great option too!
3. Microwave Bags— There’s absolutely nothing wrong with using microwave popcorn for the caramel corn. It’s how I did it for years. Just be sure to use plain or lightly salted popcorn. You’ll need 3 regular sized popped bags for this recipe.

Don’t forget! All unpopped kernels should be removed before combining the popcorn with the caramel sauce. No one wants to break a tooth. (Here’s an easy way to do it!)

How to make soft caramel corn

Once the popcorn is popped and ready, there are only 3 more steps!

1. Make the easy caramel sauce— this shortcut caramel cooks on the stove in less than 15 minutes. Combine butter, brown sugar and light corn syrup in a large pot over medium heat. Once it boils, stir it constantly for 10 minutes. Once 10 minutes are up, remove from heat and stir in sweetened condensed milk, vanilla, and salt.
2. Combine popcorn and caramel mixture— You can do this a few ways, in an XL bowl or on cookie sheet pans lined with wax or parchment paper. Have popcorn ready in your bowl or pan, then generously drizzle it with the caramel sauce (Recruit a helper if you need to!), and stir until popcorn is coated with caramel.
3. Spread caramel corn out on wax or parchment paper— If you mixed the popcorn in a large bowl, dump it out onto wax paper to let it cool for a few minutes.

And now the final step… Enjoy! And I know you will.

How to store soft caramel corn

Caramel corn should be stored in an airtight container like a large tupperware or ziplock bag. It will keep for up to a week or more, though I doubt it will last that long!

Other irresistible caramel recipes

Do you love caramel as much as I do? Here are a few other recipes from the archives that you’ll love:

• Caramel Stuffed Chocolate Chip Cookies
• Caramel Apple Upside-Down Cake
• Creamy Caramel Pie with Gingersnap Crust
• Caramel Bundt Cake

Get the recipe

This recipe was originally posted November 2010.