Step 1

You will need 10 cups of popcorn. We pop our popcorn on the stove (you can find our directions on How to Make Perfect Popcorn here) but you can use air-popped or microwave.

Step 2

After the popcorn is popped, make sure to remove all of the un-popped kernels.  You don’t want to bite down on one of those!

Step 3

Once you have made the popcorn, salt it liberally.  It is so nice to taste the salty popcorn with the sweet marshmallow coating.  Not quite like Kettle Corn but close.

Step 4

Melt 1 cup of butter in a medium saucepan over medium-low heat.

Step 5

Add 1 cup of light brown sugar.

Step 6

Stir until thoroughly mixed with the melted butter.

Step 7

Stirring continuously, bring the butter and sugar mixture up to a low boil. When it reaches a boil allow it to cook for 4 minutes without stirring.

Step 8

After boiling for 4 minutes, add the vanilla and stir for one more minute.

Step 9

Take the caramel mixture off the heat and immediately add the baking soda.

Step 10

Stir the mixture. This will cause the caramel to change colors and foam up a bit.  This is the chemical reaction that you want. The bubbling effect of the baking soda will aerate the caramel and make it lighter and smoother and therefore easier to coat the popcorn.

Step 11

Slowly pour about a third of the caramel mixture over the salted popcorn.

Step 12

Gently fold the mixture in with the popcorn.  Continue to add the caramel mixture a bit at a time, stirring between each addition.

Step 13

The popcorn should be completely covered in the warm caramel corn mixture.

Step 14

Here is the candy that we added to our Harvest Caramel Corn.  We added Rolo candy, Pretzel M&M’s (Brown, Yellow, Red, and Orange), and Regular sized M&M's (Brown, Yellow, Red, and Orange).

Step 15

Pour the popcorn out onto a cookie sheet covered with aluminum foil or a Silpat liner.

Step 16

Let the popcorn cool and then sprinkle with your candy mix-ins. Now your super delicious Harvest Caramel Corn is ready to serve!