Step 1

Preheat oven to 250°F. Pop the popcorn kernels in an air-pop popcorn machine.

Step 2

Divide the popcorn evenly between 2 large baking sheets lined with silicone baking mats or parchment paper. (Note: Try and leave behind as many unpopped kernels as you can!)

Step 3

In a medium saucepan, combine the butter, sugar, light corn syrup, and salt. Melt slowly over medium heat, stirring constantly.

Step 4

When mixture comes to a full boil, continue to boil for 5 minutes, stirring constantly.

Step 5

Remove from heat and add the baking soda. Mix in baking soda carefully as the mixture will expand when you add it.

Step 6

Divide the caramel between the 2 large baking sheets and mix well to coat the popped kernels.

Step 7

Bake for 1 hour, stirring every 15 minutes. Cool and enjoy!