Super No Fail Caramel Corn

This tastes just like the caramel corn that I loved at the Iowa State Fair when I was growing up. Make it your own with the addition of nuts.

No Fail Caramel Corn


  • 3 quarts popped popcorn
  • 1 cup packed brown sugar
  • 1/2 cup butter (1 stick), diced
  • 1/4 cup corn syrup
  • 1/2 teaspoon salt
  • 1/2 teaspoon baking soda


  1. Place popcorn in a large bowl; remove any unpopped kernels.
  2. Spray a large baking sheet with cooking spray; set aside.
  3. In a large, deep pot, stir together brown sugar, butter, corn syrup and salt over medium heat until well blended. Increase heat and bring to a boil. Allow to boil for 5 minutes; DO NOT STIR.
  4. Remove pan from heat and stir in baking soda (mixture will foam). Quickly stir popcorn into hot mixture until completely coated. Spread onto prepared baking sheet and allow to cool.
  5. Break into smaller pieces.
  6. Serve immediately or store in an airtight container.

Yield: about 2 1/2 quarts

Recipe and photo used with permission from: Popcorn Board