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Chewy Caramel Popcorn

Crunchy popcorn is okay. It’s manageable…………if there’s nothing else.
But man, give me some chewy caramel popcorn and I can’t stop eating it. It’s a terrible thing.
I got this quick and easy recipe from a great friend, who should have kept it to herself all those years ago. Thanks Katie!
**edited on 11/12/12, more than 3 years later**
The previous picture was bad. Some probably looked at it and thought, “…meh, I’m not trying that. Looks gross.”  And if so, you’ve been missing out.  So here’s a few updated pictures, to give this delicious popcorn some justice! :)





Yum, right?  Okay…..let’s get down to business!


Chewy Caramel Popcorn

You’ll Need:

  • 2 1/4 cup Brown Sugar
  • 1 cup Corn Syrup
  • 1 cup Butter
  • 1/2 tsp Salt (unless your popcorn is salted, like microwave popcorn, then you won’t need any)
  • 1 can Sweetened Condensed Milk
  • 1 tsp Vanilla
  • 2 large bowls of Popped Popcorn


Combine first 4 items in medium saucepan and stir over medium/high heat. Stir continuously. Let boil for 2-3 minutes (no longer) and then remove from heat. Add the milk and vanilla. Return to heat and stir until is just barely starts boiling again. Remove and drizzle over popcorn. Stir well, to completely coat the popcorn.


Need a variation? Chop up some Almond Joy and toss it around while it’s still warm. Wow. It’s that yummy. But really, you could throw in any sort of candy. Go crazy.

**Warning: This recipe makes a lot of caramel. If you just want one big bowl full of caramel popcorn, just half the recipe. I never do because I don’t want a half of a can of sweetened condensed milk in my fridge, waiting to be knocked over. So make lots and share.

Ashley Johnston

Administrator at Make It & Love It
Ashley Johnston is a professional DIY costume maker, sewist, crafter, and owner of Make It & Love It. She is a mom of 5 and a wife to a very patient (with the craft clutter) husband. In case you’re wondering, she always chooses crafting/sewing/designing over mopping/dusting/wiping base boards……but bathrooms/laundry/full bellies are always attended to. Whew!

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Hi, I'm Ashley

Hi, I’m Ashley—the DIY-enthusiast behind this crazy blog!

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