Project Description

Chocolate Caramel Popcorn…magical!

“After the circus departed, he wrote down every detail he could remember about it so it would not fade in his memory. The chocolate-covered popcorn. The tent full of people on circular raised platforms, performing tricks with bright white fire. The magical, transforming clock that sat across from the ticket booth, doing so much more than simply telling the time.”

There is something truly special about homemade caramel popcorn. Buttery and sweet, with an irresistible crunch and drizzled with milk and white chocolate. The best part? It’s easy. No, I swear. No candy thermometer needed! I think Widget and Poppet would have fought over this one…and then Celia would have given them both their own bag of this scrumptious treat. 

Chocolate Caramel Popcorn

Adapted from

Serves 1 (ok, not really – approximately 10-14 servings)


  • About 14 cups of plain popped popcorn. If you can’t find plain popcorn, lightly buttered popcorn has worked fine for me.
  • 1 cup of light brown sugar
  • 1/4 cup light corn syrup
  • 1/2 cup unsalted butter (if using salted butter, omit the salt)
  • 1/2 teaspoon salt
  • 1/4 teaspoon baking soda
  • 1/2 teaspoon vanilla extract
  • 1 1/2 cups dry roasted peanuts
  • White chocolate, melted
  • Milk chocolate, melted

1. Preheat the oven to 250 degrees.

2. Line pan(s) with parchment paper. You can use regular baking pans, jelly roll pans, or even one big roasting pan. Don’t overfill your pans – you need to be able to stir the popcorn while baking. Sprinkle on the peanuts.

3. Combine the brown sugar, corn syrup, butter and salt in a small pot. Bring to a boil over medium heat, stirring until dissolved.  Boil for 5 minutes, stirring constantly.

4. Remove from heat, and stir in the baking soda and vanilla. Quickly pour the caramel evenly over the popcorn. No worries if you’re not able to cover every piece – that is what the baking process is for!

5. Bake popcorn for one hour, stirring thoroughly every 15 minutes. If you have them, use tongs! You can really grab the popcorn and stir it around much easier with tongs than with a spoon.

6. Take the popcorn out of the oven, and once slightly cool, break it up into smaller chunks. Let cool completely, then drizzle with melted chocolate.