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Home » Recipes » Halloween

How to make Caramel Popcorn without Corn Syrup

Published: Sep 27, 2025 by Debra Clark · 15 Comments

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Every holiday season, there's one treat that disappears faster than you can say movie night, Homemade Caramel Popcorn! It's the kind of snack that makes your kitchen smell like a candy shop and your taste buds do a happy dance!

Whether you're gifting it to neighbors, setting out a bowl for game day, or sneaking handfuls when no one's watching (no judgment here!), this recipe is quick, crunchy, and ridiculously addictive.

Caramel Popcorn topped with candy and sprinkles.
Homemade Caramel Corn
Jump to:
  • Why Caramel Corn is a must make
  • Ingredients
  • Crunchy Caramel Popcorn Recipe
  • Instructions
  • FAQ's
  • Things to know
  • Variations
  • More candy recipes you'll enjoy!
  • Wrapping it up

Why Caramel Corn is a must make

This caramel popcorn is the snack that does it all! The caramel is smooth and buttery, clings to every fluffy piece of popcorn, and crisps up to candy-coated perfection once baked.

You don't need a candy thermometer or fancy equipment, just simple pantry staples. Plus, it stores beautifully, making it a fabulous make-ahead treat for parties or holiday gift bags.

It's the kind of recipe that makes you feel like a kitchen magician - ta-da! Homemade caramel popcorn in under an hour.

Ingredients

Photo with all of the ingredients to make this recipe.
Crunchy caramel corn ingredients

For the exact measurements, please refer to the printable recipe card below.

Caramel Popcorn topped with candy and sprinkles.
5 from 8 votes

Crunchy Caramel Popcorn Recipe

Crunchy, sweet and delicious if you have a sweet tooth, and you're a fan of caramel corn, this treat is for YOU!
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Prep Time5 minutes mins
Cook Time40 minutes mins
Total Time45 minutes mins
Course: Dessert
Cuisine: American
Servings: 10
Calories: 301kcal
Author: Deb Clark

Equipment

  • sheet pan
  • Stock Pot

Ingredients

  • 3 tablespoons corn oil or other high heat, non-flavored oil
  • ¼ cup pop corn 8-10 cups popped
  • 1 cup butter
  • 1 cup light brown sugar
  • 2 teaspoons vanilla extract
  • ½ teaspoon baking soda
  • ½ teaspoon salt

Instructions

  • Preheat the oven to 200 degrees. Prepare a large baking sheet by lining with aluminum foil or silpat. Set aside.
  • Over high heat add the oil to a pan with a lid. Add the popcorn and pop. When it's done popping, remove and pour in a large bowl. Set aside.
  • Add the butter and brown sugar in a nonstick saucepan. When it comes to a boil stop stirring and let if boil for 5 minutes.
  • When 5 minutes is up, remove from heat and add the vanilla, salt and baking soda. It will hiss and spit! No worries, just continue to stir, it will become light and fuzzy.
  • Immediately pour half over the popped popcorn. Mix to combine. Add the remaining and mix again.
  • Pour onto a baking sheet lined with foil or a silpat. Spread into one flat layer. Bake for about 30 minutes until the popcorn is crispy.

Notes

To make great popcorn at home, use a heavy bottom pot and high heat. Add just enough oil to lightly cover the bottom of the pan. Add an even layer of kernels. When the "popping" slows to a pop ever couple of seconds, remove from heat so it doesn't scorch.
Store leftovers it in an air tight container or ziplock bag at zoom temperature. 

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    Nutrition

    Calories: 301kcal | Carbohydrates: 25g | Protein: 1g | Fat: 23g | Saturated Fat: 12g | Cholesterol: 49mg | Sodium: 340mg | Potassium: 46mg | Fiber: 1g | Sugar: 21g | Vitamin A: 567IU | Calcium: 24mg | Iron: 1mg

    Instructions

    Photos with step by step instructions to make this recipe
    You'll love this caramel flavored treat!

    This is an overview of the instructions. For the complete directions refer to the recipe card.

    FAQ's

    How long does homemade caramel popcorn last?

    It will last a couple weeks in the pantry and up to three months frozen.

    What does baking soda do in caramel popcorn?

    There's a bit of science involved, but basically the baking soda makes the sauce light and frothy.

    Can I freeze the caramel popcorn?

    Yes! That's a great way to preserve it. I usually make a couple of batches and freeze it in small batches.

    What's the best way to store leftovers?

    Allow it to cool completely, then store it in an airtight container in the pantry. Do not refrigerate as its will get soft.

    Can you reheat caramel popcorn?

    Oh no, if your caramel popcorn got soggy, don't worry! If it does, just reheat it in a preheated 200 degree oven for about 10 minutes. It will crisp right up!

    A bowl and pan filled with easy caramel popcorn recipe

    Things to know

    • This probably goes without saying, start with plain popcorn (not flavored popcorn).
    • Corn oil, peanut, coconut oil, vegetable oil or canola oil are best for popping as they have a high smoke point and are flavorless.
    • You can use light or dark brown sugar - they are interchangeable in this recipe. I used light brown but dark brown sugar will lend a molasses flavor.
    A big bowl filled with homemade caramel popcorn.
    Best Caramel Corn Recipe

    Variations

    Toss in a handful of peanuts and you'll have a treat better than Cracker Jacks - all you'll need is a fun toy surprise, right? Other options are adding sprinkles, m&m's or chocolate chips.

    • How fun would it be to add candy corn, goldfish and chocolate chips for fall?
    • For Christmas add red and white m&m's, candied nuts and chocolate covered pretzels - super cute and yummy!

    Use your imagination and upgrade this easy caramel popcorn recipe for a super fun treat!

    More candy recipes you'll enjoy!

    • Butterscotch Haystacks - if you can melt chocolate, you can make this treat! Great for a cookie exchange and a terrific sweet snack!
    • My Grandma's recipe for Homemade Fudge is AMAZING! There are only three ingredients and it's perfectly smooth and creamy every time. Super easy to make, it's delicious!
    • Homemade Caramel Apples - Crunchy, chewy, and delightfully messy, these caramel apples are a nostalgic treat that's as fun to make as they are to eat!

    Wrapping it up

    Caramel popcorn is one of those recipes that turns ordinary moments into something special. Whether it's a cozy movie night or a sweet homemade gift. So grab that big bowl, queue up your favorite flick, and get ready for a snack that's as fun to make as it is to eat!

    And hey, when try it, drop a comment below and tell me what you think! Don't forget to sign up for my weekly emails - I send easy, tested recipes straight from my kitchen to yours!

    More Halloween

    • Pumpkin Butter in a small glass jar with spoon.
      Crock Pot Pumpkin Butter Recipe
    • Frankenstein stuffed bell pepper for Halloween.
      Halloween Stuffed Peppers
    • Mummy meatloaf on platter with mummy hotdogs.
      Mummy Meatloaf
    • Hot dogs wrapped in crescent rolls on platter.
      Mummy Hot Dogs

    About Debra Clark

    Hey I'm Deb Clark, and I'm the owner of Bowl Me Over! We live in the sleepy little town of Scappoose, Oregon. And I admit it... I love food! Join me in this foodie journey (even if you've never cooked before!) I will help you learn to be confident in the kitchen! Want to learn more? Let's stay connected, you can email me at debra@bowl-me-over.com and find me on Facebook, Pinterest, Instagram, Twitter and YouTube.

    Comments

      5 from 8 votes (6 ratings without comment)

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      Recipe Rating




    1. Debbie says

      November 27, 2023 at 12:27 pm

      I love that this recipe shows us how to make caramel corn without corn syrup. This will be my first time trying to make this treat and I am really looking forward to it.

      Reply
      • Bowl Me Over says

        November 30, 2023 at 4:39 pm

        Wonderful!! I hope you enjoy this treat, Deb! It's just the best recipe. Enjoy!

        Reply
    2. Alyssa says

      November 20, 2023 at 12:19 pm

      I absolutely love caramel popcorn. This will be the perfect movie night treat!

      Reply
    3. Kristen says

      November 19, 2023 at 4:11 pm

      5 stars
      Caramel popcorn is a family movie night favorite in my house! So simple and satisfying!

      Reply
      • Bowl Me Over says

        November 23, 2023 at 6:53 am

        Right? Easy and delicious. Enjoy the movie!!

        Reply
    4. Cynthia says

      November 16, 2023 at 4:30 pm

      I always crave caramel popcorn around the holidays. This looks delicious and I really like that the recipe doesn't use corn syrup!

      Reply
    5. Brittany says

      November 09, 2023 at 1:26 pm

      I can not believe how easy it is to make homemade caramel popcorn with a few simple ingredients that I keep on hand! I always thought this was a huge undertaking so I have never even tried it before. I'm so glad I came across this site!

      Reply
    6. MICHAELA KENKEL says

      October 28, 2020 at 8:55 am

      We took this to my daughter's last weekend and there wasn't a kernel left! SO GOOD!

      Reply
      • Bowl Me Over says

        October 29, 2020 at 6:57 am

        Yay!! Glad you enjoyed this recipe, thanks for letting me know!!

        Reply
    7. Julie Menghini says

      October 25, 2020 at 8:32 am

      We absolutely loved this recipe. We made a big ole batch for our movie night and absolutely devoured it!

      Reply
      • Bowl Me Over says

        October 26, 2020 at 2:22 pm

        Yum, yum, yum! It's a real favorite here too!!

        Reply
    8. Jennifer Stewart says

      October 25, 2020 at 7:24 am

      I love eating caramel corn! And homemade is definitely best!

      Reply
      • Bowl Me Over says

        October 26, 2020 at 2:23 pm

        So much better, right? Enjoy!!

        Reply
    9. Debi says

      October 25, 2020 at 6:36 am

      5 stars
      I love caramel popcorn, and when I saw your recipe I knew I had to make it. Yep, easy to make and super yummy. Reminded me of being a kid.

      Reply
      • Bowl Me Over says

        October 26, 2020 at 2:24 pm

        Some of the best memories, right? I'm so happy you've enjoyed this recipe!!

        Reply
    Blogger Deb Clark smiling at camera holding a plate filled with a casserole.
    Welcome to Bowl Me Over!

    Hey I'm Deb Clark! I'm the owner of Bowl Me Over. We live in a sleepy little town just north of Portland in the beautiful Pacific Northwest... (read more)

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