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+ servings
Soft Caramel Popcorn

Soft Caramel Popcorn

Soft Caramel Popcorn is a soft, gooey popcorn that is delicious and addicting! A great snack or dessert!

Course Snack
Cuisine American
Prep Time 10 minutes
Cook Time 10 minutes
Total Time 20 minutes
Yield 12 servings


  • about 20 cups microwave or air popped popcorn, popped
  • 1/2 cup butter
  • 1 cup light brown sugar
  • 1 cup light corn syrup
  • 1 (14 ounce can) sweetened condensed milk


  1. Pop popcorn according to package directions and make sure you get rid of any unpopped kernels. This seems like a lot of popcorn but trust me it will get eaten! Place popcorn in a large bowl...larger than you think you will need.

  2. In a large saucepan melt together the butter, brown sugar, and corn syrup. Bring mixture to a boil. Once it comes to a boil, reduce to medium heat and add the can of sweetened condensed milk. With the rubber spatula, stir constantly for 4-5 minutes scraping the sides and especially the bottom of the pan to prevent any burning. The longer you cook it the firmer it will be. If you like it on the softer side, cook it closer to 4 minutes.

  3. Pour caramel over popcorn and stir until coated. This will take a lot of stirring to get it all incorporated. It's great warm or at room temperature. Feel free to add in M&Ms, nuts, or drizzle it with chocolate. I like it plain and classic. Enjoy!

Recipe Notes

Source: Tiffany Thornton