Step 1

Pop popcorn and place into a shallow, greased pan.

Step 2

Preheat oven to 250-degrees.

Step 3

Combine brown sugar, corn syrup, butter and salt in saucepan. Bring to a boil, stirring to blend. Stir for an additional 4-5 minutes after boil. Remove from heat and add baking soda and vanilla.

Step 4

The mixture will be foamy so make sure your saucepan is large enough to accommodate the extra volume. Pour mixture over popcorn.

Step 5

Bake for 1-hour.

Step 6

At 15-minute intervals remove from oven and stir to further combine the

Step 7

melted caramel. Return to oven.

Step 8

When fully baked, dump the caramel corn onto wax paper and break apart.

Step 9

Once cooled, the caramel will harden and you can continue to separate the pieces as desired.

Step 10

Serve to the delight of caramel corn lovers or bag caramel corn to gift.