Crisp and Crunchy Caramel Popcorn
Crisp & Crunchy Caramel Popcorn
July 2, 2013
Angel Sauce/Dip
July 9, 2013
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Soft and Creamy Caramel Corn

Soft Caramel Corn

Soft Caramel Corn

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Soft Caramel Corn

Soft Caramel Corn

This recipe is from my Grandma Shirley, and I’ve made it for at least 30 years. It’s a soft, creamy, caramel popcorn – decadent!

Old Fashioned Soft and Creamy Caramel Popcorn      


21-24 cups of popped pop corn (use fresh, check the date on popcorn)

1/2 cup butter (1 square)

1 cup light corn syrup

2 cups packed brown sugar

1 can sweetened condensed milk

1/4 tsp. salt 1 tsp. vanilla

1-2 cups roasted nuts, optional  



Pop the popcorn and measure 21 cups into a large bowl discarding any corn that didn’t pop.  

Keep the extra 3 cups aside.  

Add in nuts if desired.

Coat shallow pans (jelly roll) with spray release.

In a medium heavy saucepan combine the butter, corn syrup, brown sugar, sweetened condensed milk and salt.

Attach candy thermometer to the side of the pan. This is important and be sure it is working properly – buy a new one if you have a question. Be sure the end of the candy thermometer, the bulb does NOT touch the bottom of the pan while in the mixture.

Turn heat to medium-high.  STIRRING CONSTANTLY cook over medium-high heat until mixture boils.

When it comes to a boil turn down to medium and continue stirring until the thermometer reaches 220 degrees or soft ball stage.Homemade Cracker Jacks

Take off the stove and stir in the vanilla. Homemade Cracker Jacks

Pour caramel over the popped popcorn and mix gently, adding in more popped corn as desired for a heavy or light caramel coating.Mix gently, folding popcorn over and over in the caramel sauce till covered completely.   

Pour caramel corn into sprayed pans and let cool. 

Store in zip lock bags or tightly sealed container.

Copyright recipe Carrie Groneman, A Mother’s Shadow, 2013.

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  1. Danika Humphreys says:

    I’ve been wanting a good caramel popcorn recipe, I’ll have to try it!

  2. Beverly says:

    Wow, this sounds so yummy! I love popcorn any way so I can’t wait to try this.
    Have a wonderful 4th of July,
    @ Eclectic Red Barn

  3. Toni says:

    This looks delicious! We normally make a few batches around the holidays, but you’ve given me a craving for some right now!

  4. Jeni says:

    Yummy! My little girl loves caramel corn, and I know she would love this!

  5. Becky says:

    Hi Carrie,

    I wandered over from the Best of the Weekend party – I love this recipe!

    Pinning this for future movie nights! 🙂

    Cheers, Becky

  6. Nice…thanks for this.

  7. Anyonita says:

    You know those multi flavored popcorn tubs you get at Christmas with the butter, caramel, cheese in? The caramel was ALWAYS my favorite! 🙂 Can’t wait to try this recipe! Thank you so much for linking up with me this week at Tasty Tuesdays! I’ve pinned this & shared it with my followers! Please be sure to stop back by the party and check out some of the other links!

  8. Krista Low says:

    Mmmmm. Popcorn! Yummo 🙂 Krista @ A Handful of Everything

  9. Arya says:

    Wow, the popcorn looks so yummy. I will definitely make it.

  10. Diane Roark says:


    Both of your popcorn recipes look so delicious. Great pic!
    Diane Roark

  11. My grandma used to make popcorn balls that were soft caramel like this. I hadn’t thought of them in years, but now I think I’ll have to try your recipe!
    Thanks so much for sharing at Saturday Dishes! I’ve pinned your posts and hope to see you back this weekend!

  12. Diane Roark says:

    Hey Carrie,

    I hope you are doing well. I am stopping by to pick out several of your recipes for a corn roundup I am doing.

    Many Thanks,

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