Homemade chocolate brownies topped with homemade gooey caramel popcorn!

Caramel Popcorn Fudge Brownies

Gooey caramel popcorn on top of fudgy brownies, need I say more? Probably not but I’m going to anyway.

To tell the story of how these brownies came to be we have to back up a bit. Two weeks ago I was at my family’s cabin in McCall, Idaho. McCall is a small lakeside vacation town a few hours north of Boise and I’ve been visiting there every summer since I was born. This year I joined my family for a week of soaking up the sun, boating, fishing, card-playing, and outings to our favorite local spots. I loved bringing John here for the first time and introducing him to a place that is near and dear to my heart.  It was a fun week, and as always, we were sad to leave.

On one particular evening while playing games after dinner I made a batch of our favorite caramel popcorn and my Mom made a pan of brownies. While we were gobbling it all up, and trying very unsuccessfully to keep the cards from getting sticky, I had an idea. I took a fork and pierced a chunk of brownie. Then I scooped up a bit of the caramel corn and I took a bite.

(Cue the Hallelujah Chorus”)

It was incredible. And I immediately started plotting to recreate this combination when I got home.

It turns out I’m not the first person to put caramel popcorn on top of brownies. I’ve even seen caramel popcorn on top of a chocolate cake recently. Apparently it’s a thing, who new? Original or not, these brownies should be baked with caution. If you suddenly realize you’ve devoured half of the pan, I will not be held responsible, but I will empathize. I’ve been there.

Caramel Popcorn Fudge Brownies

There aren’t any surprises with these treats, I’ve simply put caramel popcorn on top of brownies. If you have a favorite brownie recipe, feel free to use it. If you don’t, I’ve got a pretty darn good one for you. And for better or worse, the caramel popcorn recipe below makes a pretty big batch, so there’s plenty for you to snack on while you’re putting it all together.

It may be several more months before I’m reunited with my family, and a whole year before I get to visit McCall again (sniff!), but at least I can bake these caramel popcorn fudge brownies anytime I want. I really shouldn’t, but I just might anyway.

Caramel Popcorn Fudge Brownies

Caramel Popcorn Fudge Brownies

Servings: 12 servings
Prep Time: 20 minutes
Cook Time: 25 minutes
Total Time: 45 minutes
Homemade chocolate brownies topped with homemade gooey caramel popcorn!


For the brownies:

  • 6 ounces bittersweet chocolate , chopped (170 grams)
  • 2 ounces unsweetened chocolate , chopped (60 grams)
  • ¾ cup unsalted butter (170 grams)
  • 1 ½ cup granulated sugar (300 grams)
  • 2 teaspoon vanilla extract
  • 4 large eggs
  • ¾ teaspoon salt
  • 1 cup all-purpose flour (125 grams)

For the caramel popcorn:

  • 1 regular bag plain or lightly buttered popcorn , popped (about 10 cups, 100 grams)
  • ½ cup unsalted butter (113 grams)
  • 1 cup packed light or dark brown sugar (200 grams)
  • ½ cup corn syrup (116 ml)
  • cup sweetened condensed milk (half of 14 ounce can)
  • ½ teaspoon salt
  • ½ teaspoon vanilla extract


  • To make the brownies, preheat the oven to 350°F and butter and flour a 9x13 inch pan and line with parchment paper. Set aside.
  • In a saucepan over medium heat, melt the bittersweet chocolate, unsweetened chocolate, and butter. Stir frequently until smooth and melted. Remove from heat. Stir in the sugar and vanilla extract. Add the eggs one at a time, whisking after each. Add the flour and salt and stir until just combined. Pour into the prepared pan.
  • Bake until set but still soft in the center, 25-30 minutes. Cool completely.
  • To make the caramel popcorn, combine the butter, brown sugar, and corn syrup in a sauce pan over medium heat. Stir to dissolve sugar. Once butter is completely melted, increase the heat and bring the mixture to a boil. Reduce heat and simmer for 10 minutes, until the mixture turns a dark caramel color. Remove from heat and add the sweetened condensed milk, salt, and vanilla extract. Stir until combined.
  • Spread the popcorn on a sheet pan and slowly pour the caramel over the top. Use a wooden spoon to stir the popcorn and make sure the caramel is distributed evenly. Spoon the caramel popcorn on top of the cooled brownies. Let sit for about 15 minutes, then use a sharp knife to cut into squares.
  • The brownies are best the day they are made, but can be stored at room temperature in an airtight container for a few days.
Calories: 606kcal, Carbohydrates: 83g, Protein: 6g, Fat: 30g, Saturated Fat: 18g, Cholesterol: 109mg, Sodium: 294mg, Potassium: 240mg, Fiber: 4g, Sugar: 64g, Vitamin A: 718IU, Vitamin C: 1mg, Calcium: 70mg, Iron: 3mg
Cuisine: American
Course: Dessert
Author: Annalise Sandberg
Have you tried this recipe?I’d love to hear about it! Leave a rating and review below, or take a photo and tag it on Instagram @completelydelicious with #completelydelicious.