This Homemade Caramel Popcorn is so easy to make, and you will never buy store-bought caramel popcorn again, after trying this. It is so easy and tasty. It could easily be rolled into popcorn balls too.

This Homemade Caramel Popcorn Recipe is an old classic at our house that our mom has made for years!

You could easily make this recipe into popcorn balls, just roll into balls when it is cool enough to handle.

Growing up, our mom used to make it twice a year (during our church’s General Conference weekends) and share it with friends and neighbors.

They started to call it “General Conference Popcorn” and all of them looked forward to getting a plate of this gooey goodness on their porch two times a year.

As little kids, we loved watching the popcorn slowly heat up and pop its way out of the machine – and we’d always make sure to sit close by so we could sneak a freshly popped kernel or two.

Unlike a lot of caramel popcorn, you can purchase form the store, this homemade caramel popcorn is sticky, soft, and chewy (which we LOVE). It also makes a VERY big batch that is perfect for delivering to your loved ones and neighbors or making it for a big party. We hope you love it as much as we do!

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Ingredients needed for this Gooey Homemade Caramel Popcorn:

This Homemade Caramel Popcorn is a simple recipe that needs just handful of ingredients for a tasty impact.

1 pound brown sugar
14 ounce can sweetened condensed milk
1 cup Karo syrup (light corn syrup)
1/2 cup butter
1 cup unpopped popcorn (go for Orville Redenbacher’s – it always has good results!)

Looking for another popular treat? Try our Churro Caramel Corn Pops or our Sweet and Salty White Chocolate Popcorn!

Need a popcorn popper? This machine is one of our favorites. It’s perfect for this Homemade Caramel Popcorn!

More delicious recipes made at home:

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Looking for more homemade popcorn recipes? Try these:

Homemade Caramel Popcorn Recipe

Sweet and gooey, this homemade caramel popcorn recipe is an old family favorite.

Prep Time 5

Cook Time 10

Total Time 15

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Ingredients

Equipment

Instructions

Pop your popcorn in an air popper machine. My machine only allows 1/2 cup of kernels at a time so I had two separate batches that I had to pop.
Cook the brown sugar, Karo syrup, and 1/2 cup of butter over the stove on medium high heat and bring to a boil.
Add the sweetened condensed milk. Stir continually for about 3 to 4 minutes until it gets to the soft ball stage (it clings together when you drop some in cold water). It will burn if you cook it too long, so make sure you are stirring continuously and watch it closely.
When it is finished cooking, take your pan off the stove and pour the caramel sauce over your air popped popcorn. Mix until all the popcorn is completely coated. You will need a very large bowl to mix it all together.

Notes

You could easily roll this popcorn into popcorn balls when it is cool enough to handle. Then wrap them individually in plastic wrap.

Nutrition

Calories: 282 kcal · Carbohydrates: 70 g · Protein: 2 g · Fat: 1 g · Saturated Fat: 1 g · Cholesterol: 1 mg · Sodium: 40 mg · Potassium: 101 mg · Fiber: 2 g · Sugar: 59 g · Vitamin A: 17 IU · Calcium: 47 mg · Iron: 1 mg

Cuisine: American

Course: Dessert

Did You Make This Recipe?We’d love to hear your thoughts! Leave a review or a question in the comment section below the post.

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finished picture of the gooey homemade caramel popcorn in a serving bowl

Questions & Reviews

Hayley @ The Domestic Rebel says:

Yes please! I love popcorn and caramel happens to be my all-time favorite flavor :)

Sheila Lynn says:

I cannot wait to try this recipe tomorrow! Thanks for sharing : )

Melanie says:

Yeah yeah!! I think this is gonna have to be our new gen. conference tradition! Yummy :)

Kristen Danielle says:

I love all of your recipes! I will need to try this one! :)

Jennifer Peterson says:

Yum!!!

Angela Hawkins says:

Is there a difference between air popped popcorn and popcorn made on the stove top?

Pam says:

Is there really 1 pound of brown sugar or did you mean to say 1 cup? We love caramel popcorn.

Dianamajig says:

You can pop corn in a paper bag in the microwave.

Six Sisters says:

Yep. One pound of brown sugar. Bags are usually 2 lbs so just use half of it.

MJCastleton says:

I love adding almond flavoring, corn chex, and pretzel sticks. Yum!

Cindy says:

This looks like a recipe I would more than love! Beautiful.

Lindsay @Artsy-Fartsy Mama says:

Yum!! Reminds me of when my mom would make this for us. Thanks for sharing!

I featured your popcorn on my blog today, come over and check it out: http://www.artsyfartsymama.com/2012/09/pinteresting-features-n-shtuff-50.html

Grammie Pammie says:

In the recipe I have- you bake at 200 for an hour stirring every 20 minutes. Do you cook this recipe?

21bab9ca-1a88-11e2-bd0a-000bcdcb5194 says:

This is just DELISHIOSO!!!!!!! I found yours and 'Grandma Paul's' Recipes online tonight and decided to try yours because of the simplicity of not baking it for an hour. WOW...sooooo good! Never have made caramel corn before and I can honestly say I will be making this as often as my waist line can handle it. :) Thanks Sisters!!

Val says:

What size sweetened condensed milk?

Cyd says:

14 ounce can of sweetened condensed milk.

LaceeJ says:

Tasted this at your demo during the Pinners convention. and love it!! Made some today and I can't stop eating it!!- funny enough I'm not a popcorn fan. How long will it last and how best to store it?

Cyd says:

We eat it fast, so it doesn't hang around too long. It should be fine for a few days. Store on a plate covered with saran wrap or in an airtight container! We are so glad you came to our class at the Pinners conference and that you liked the caramel popcorn. We were on a tight schedule or we would have taken the time to get the unpopped kernels out! :) Have a great day!

Lacee j says:

I love the recipe, but have tried three different kind of kernels that aren't as good as yours.. Where do u buy your popcorn? And what brand .. Thanks girls--LOVE your site !!!

Cyd says:

We have used store brand yellow popcorn and namebrands. Right now I have Jolly Time yellow popcorn in my pantry. We don't use the microwave kind. We buy the 32 ounce bag of unpopped corn and use our air pop popcorn poppers.

carrie says:

Could you "gift" this in bags or wouldn't it keep?

Heidi says:

Just made our first batch. This is so easy and Yum so addictive. Recipe is a keeper.

Cyd says:

It will keep for a few days.

Julie says:

Not sure what happened, it's not crunchy like I expected

Cyd says:

This is not a crunchy popcorn recipe. It's a gooey one!

Elbert says:

- Oxy-Derm Microdermabrasion Facial - Elemis Japanese Silk Booster Facial - Norway Aromapure Facial - Elemis Aroma-Star Ocean Wrap - Respect for the Sun Ritual - Stress-Free Acupuncture - Ionithermie Cellulite Reduction Program - Elemis Sole Delight with Pedicure - Men's Express Shave - French Manicure - Paraffin Hand and Feet Dip. (a) The samples were analysed by ribonu- clease protection assay and quantified by densitrometric analysis on a phosphorimager. Needling also allows what ever skin care product you are using to penetrate deeper & better into the skin. Feel free to visit my blog; Derm Exclusive

Allie says:

I made this last night. I used 3bags of microwave popcorn - I do not have an air popper. I used the butter flavor. This covered the 3 bags and made a little leftover caramel. I suggest not cooking quite as long as this calls for, and spraying your bowls with cooking spray first to make it easier to get out of the bowl!

alejandra says:

Hi, can i do this recipe with standard sugar? I want to do it for my baby party

Cyd says:

Needs to be brown sugar! Hope this helps!

Aileen @ Aileen Cooks says:

This looks so good! I am a huge caramel popcorn fan and I will feel a lot less guilty if I make it myself. Right?

Allie says:

Commenting again, this recipe is delicious. Amazing. Even better with fresh popped plain popcorn. Just don't burn the caramel!

Tabatha says:

I cant wait to make this!

Beth says:

Hi sisters! I was wondering if I could make my own brown sugar out of white sugar and baking molasses as this is what I usually do for recipes calling for brown sugar? Is this a dumb question since it is essentially brown sugar? Maybe but I have to ask. ??

Cyd says:

We haven't tried this recipe using homemade brown sugar. But if it usually works for other recipes, it should work for this one too. You will be bringing the sugar to a boil along with some other ingredients. So keep that in mind. Let us know how it turns out.

Alison Kiene says:

You really should instruct the reader until what temperature one should cook on a candy thermometer? 'medium high heat' varies significantly. I have a commercial gas DCS so my cooking time of 3 to 4 minutes once I add the sweetened condensed milk would vary drastically should one be using an electric Kenmore.

Cyd says:

Hi Alison, we just made this popcorn this past weekend. Also just moved into a new home with a gas stove top. I have been making this for over 30 years on an electric stove top. I was surprised that it was the exact same cooking time. We have never used a candy thermometer with this recipe. Just have a bowl of cold water on the counter nearby. After stirring constantly while it cooks for about 3-4 minutes, drop a little of the caramel mixture into the cold water. If it clings together, it's ready! Hope this helps. If you have a candy thermometer you want to use, soft ball stage is 235. But it's really not necessary for this popcorn.

Twyla says:

Thank you for going above and beyond to explain and answer the questions! I thought you’re directions were spot on and I can’t wait to try it!

Nina says:

I love caramel popcorns by Thatchers gourmet popcorn the most and will definitely going to try your recipe too. https://tgsp.com/

texaslexis says:

I grew up in Utah, so was exposed to some very unfortunate "mormom food" and some delish food which reminds me of my childhood. This type of caramel popcorn falls into the delish category. Haven't yet tried your specific recipe but it sounds pretty much exactly like I remembered. I don't know why you can't find this condensed milk/Karo syrup based version outside of Utah. Trick or treating in the 70's and 80's, those popcorn balls were like my holy grail of Halloween treats! Guess I'm going to have to make some. Do you know how to make those jello based popcorn balls as well? Mormons love their jello!

Join The Discussion

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Hayley @ The Domestic Rebel says:

Yes please! I love popcorn and caramel happens to be my all-time favorite flavor :)
Sheila Lynn says:

I cannot wait to try this recipe tomorrow! Thanks for sharing : )
Melanie says:

Yeah yeah!! I think this is gonna have to be our new gen. conference tradition! Yummy :)
Kristen Danielle says:

I love all of your recipes! I will need to try this one! :)
Jennifer Peterson says:

Yum!!!
Angela Hawkins says:

Is there a difference between air popped popcorn and popcorn made on the stove top?
Pam says:

Is there really 1 pound of brown sugar or did you mean to say 1 cup? We love caramel popcorn.
Dianamajig says:

You can pop corn in a paper bag in the microwave.
Six Sisters says:

Yep. One pound of brown sugar. Bags are usually 2 lbs so just use half of it.
MJCastleton says:

I love adding almond flavoring, corn chex, and pretzel sticks. Yum!
Cindy says:

This looks like a recipe I would more than love! Beautiful.
Lindsay @Artsy-Fartsy Mama says:

Yum!! Reminds me of when my mom would make this for us. Thanks for sharing!

I featured your popcorn on my blog today, come over and check it out: http://www.artsyfartsymama.com/2012/09/pinteresting-features-n-shtuff-50.html
Grammie Pammie says:

In the recipe I have- you bake at 200 for an hour stirring every 20 minutes. Do you cook this recipe?
21bab9ca-1a88-11e2-bd0a-000bcdcb5194 says:

This is just DELISHIOSO!!!!!!! I found yours and 'Grandma Paul's' Recipes online tonight and decided to try yours because of the simplicity of not baking it for an hour. WOW...sooooo good! Never have made caramel corn before and I can honestly say I will be making this as often as my waist line can handle it. :) Thanks Sisters!!
Val says:

What size sweetened condensed milk?
Cyd says:

14 ounce can of sweetened condensed milk.
LaceeJ says:

Tasted this at your demo during the Pinners convention. and love it!! Made some today and I can't stop eating it!!- funny enough I'm not a popcorn fan. How long will it last and how best to store it?
Cyd says:

We eat it fast, so it doesn't hang around too long. It should be fine for a few days. Store on a plate covered with saran wrap or in an airtight container! We are so glad you came to our class at the Pinners conference and that you liked the caramel popcorn. We were on a tight schedule or we would have taken the time to get the unpopped kernels out! :) Have a great day!
Lacee j says:

I love the recipe, but have tried three different kind of kernels that aren't as good as yours.. Where do u buy your popcorn? And what brand .. Thanks girls--LOVE your site !!!
Cyd says:

We have used store brand yellow popcorn and namebrands. Right now I have Jolly Time yellow popcorn in my pantry. We don't use the microwave kind. We buy the 32 ounce bag of unpopped corn and use our air pop popcorn poppers.
carrie says:

Could you "gift" this in bags or wouldn't it keep?
Heidi says:

Just made our first batch. This is so easy and Yum so addictive. Recipe is a keeper.
Cyd says:

It will keep for a few days.
Julie says:

Not sure what happened, it's not crunchy like I expected
Cyd says:

This is not a crunchy popcorn recipe. It's a gooey one!
Elbert says:

- Oxy-Derm Microdermabrasion Facial - Elemis Japanese Silk Booster Facial - Norway Aromapure Facial - Elemis Aroma-Star Ocean Wrap - Respect for the Sun Ritual - Stress-Free Acupuncture - Ionithermie Cellulite Reduction Program - Elemis Sole Delight with Pedicure - Men's Express Shave - French Manicure - Paraffin Hand and Feet Dip. (a) The samples were analysed by ribonu- clease protection assay and quantified by densitrometric analysis on a phosphorimager. Needling also allows what ever skin care product you are using to penetrate deeper & better into the skin. Feel free to visit my blog; Derm Exclusive
Allie says:

I made this last night. I used 3bags of microwave popcorn - I do not have an air popper. I used the butter flavor. This covered the 3 bags and made a little leftover caramel. I suggest not cooking quite as long as this calls for, and spraying your bowls with cooking spray first to make it easier to get out of the bowl!
alejandra says:

Hi, can i do this recipe with standard sugar? I want to do it for my baby party
Cyd says:

Needs to be brown sugar! Hope this helps!
Aileen @ Aileen Cooks says:

This looks so good! I am a huge caramel popcorn fan and I will feel a lot less guilty if I make it myself. Right?
Allie says:

Commenting again, this recipe is delicious. Amazing. Even better with fresh popped plain popcorn. Just don't burn the caramel!
Tabatha says:

I cant wait to make this!
Beth says:

Hi sisters! I was wondering if I could make my own brown sugar out of white sugar and baking molasses as this is what I usually do for recipes calling for brown sugar? Is this a dumb question since it is essentially brown sugar? Maybe but I have to ask. ??
Cyd says:

We haven't tried this recipe using homemade brown sugar. But if it usually works for other recipes, it should work for this one too. You will be bringing the sugar to a boil along with some other ingredients. So keep that in mind. Let us know how it turns out.
Alison Kiene says:

You really should instruct the reader until what temperature one should cook on a candy thermometer? 'medium high heat' varies significantly. I have a commercial gas DCS so my cooking time of 3 to 4 minutes once I add the sweetened condensed milk would vary drastically should one be using an electric Kenmore.
Cyd says:

Hi Alison, we just made this popcorn this past weekend. Also just moved into a new home with a gas stove top. I have been making this for over 30 years on an electric stove top. I was surprised that it was the exact same cooking time. We have never used a candy thermometer with this recipe. Just have a bowl of cold water on the counter nearby. After stirring constantly while it cooks for about 3-4 minutes, drop a little of the caramel mixture into the cold water. If it clings together, it's ready! Hope this helps. If you have a candy thermometer you want to use, soft ball stage is 235. But it's really not necessary for this popcorn.
Twyla says:

Thank you for going above and beyond to explain and answer the questions! I thought you’re directions were spot on and I can’t wait to try it!
Nina says:

I love caramel popcorns by Thatchers gourmet popcorn the most and will definitely going to try your recipe too. https://tgsp.com/
texaslexis says:

I grew up in Utah, so was exposed to some very unfortunate "mormom food" and some delish food which reminds me of my childhood. This type of caramel popcorn falls into the delish category. Haven't yet tried your specific recipe but it sounds pretty much exactly like I remembered. I don't know why you can't find this condensed milk/Karo syrup based version outside of Utah. Trick or treating in the 70's and 80's, those popcorn balls were like my holy grail of Halloween treats! Guess I'm going to have to make some. Do you know how to make those jello based popcorn balls as well? Mormons love their jello!

Homemade Caramel Popcorn

Want NEW freezer meals each month?

Ingredients needed for this Gooey Homemade Caramel Popcorn:

More delicious recipes made at home:

Looking for more homemade popcorn recipes? Try these: