Step 1

Popcorn prep: Start by popping the microwave popcorn per instructions on the package. Once popped, remove the “duds.” I do this by only opening the bag a small slit, shake the bag over a large bowl and the un-popped kernels will fall out. Dump those duds into the garbage, then open the bag completely and pour the popcorn into the bowl.

Step 2

Caramel: Next, in a large glass bowl or another large microwave safe bowl, combine the brown sugar, butter, corn syrup, salt, and vanilla extract. Microwave on high for 1 minute 30 seconds in the microwave, then take out the bowl and stir the contents until well blended.

Step 3

Return the bowl to the microwave and cook for 30 seconds. Remove it from the microwave and stir in the baking soda.

Step 4

Coat popcorn: After that, pour the caramel syrup mixture over the popcorn in the bowl, stir to coat the popcorn as best as you can. Try pouring half the mixture, then give the popcorn a good stir. Then pour the rest and stir again.

Step 5

Put the bowl of popcorn into the microwave for an additional 30 seconds.

Step 6

Remove, stir well, and return it back to the microwave for another 30 seconds. Remove and stir well, one last time.

Step 7

Then, dump the popcorn out onto a waxed paper lined baking sheet and let it cool until the coating is set. Serve and enjoy!