Baked Caramel Popcorn


  • 2 bags microwave popcorn
  • 4 Tbsp. (1/2 stick) butter, cut into pieces
  • 1/2 cup packed brown sugar
  • 1 Tbsp. honey
  • 1 cup roasted nuts


  • Pop both bags of microwave popcorn, and empty them into a large roasting pan, or two 9x13 inch pans. Remove as many unpopped kernels as you can. Turn the oven to 250 degrees F, and place the popcorn in the oven to keep warm.

  • Place the butter and sugar in a medium saucepan over medium heat. Stir until the sugar melts, and continue to cook, stirring, until the butter is melted and the candy begins to boil.

  • Take the popcorn out of the oven and carefully pour the caramel over the popcorn, stirring it so that the pieces are evenly coated.

  • Return the popcorn to the oven and bake at 350 degrees F for about 8 minutes, stir 2 or 3 times. It is done when the caramel mixture darkens and bubbles all over the pan.

  • Remove the popcorn from the oven and allow it cool completely at room temperature before breaking it into pieces by hand. It will be crispy when cool. Store caramel popcorn in an airtight container or bag in a cool, dry place.

    By Kathleen from Dothan, AL



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