Step 1

Preheat the oven to 200°F (93°C). Line a large rectangular cake pan, jelly-roll pan or a foil rectangular roasting pan with a silpat mat or parchment paper.*

Step 2

Pour the popped popcorn into the pan and spread into an even layer. Place popcorn into the preheated the oven to keep warm while you prepare the caramel coating.

Step 3

Add the butter to a medium saucepan and heat over medium heat until completely melted.

Step 4

Add brown sugar and stir with a rubber spatula until completely melted and smooth. Once sugar is melted, stir in light corn syrup and salt.

Step 5

Bring mixture to a boil, then allow it to boil for at least 3 minutes. While it’s boiling, measure out the vanilla extract and baking soda and set aside.

Step 6

Remove caramel from heat and immediately stir in the vanilla and baking soda. Continue stirring until the caramel foams up and lightens in colour all throughout.

Step 7

Remove popcorn from oven and pour caramel over all of the popcorn. Sprinkle on the nuts, if using.

Step 8

Use the rubber spatula to gently mix the caramel with the popcorn and nuts. Coat the popcorn the way you would coat pasta in sauce, scoop under and fold it over so you could cover as much of the popcorn as you can. Don’t worry if it isn’t completely completely coated.

Step 9

Bake in the preheated oven for 30 minutes to 1 hour. This depends on how chewy or crunchy you want the caramel. I baked mine for 1 hour, stirring every 20 minutes to coat more of the popcorn. If you bake yours for 30-45 minutes for a chewier texture, stir the corn every 15 minutes.

Step 10

Place a large sheet of parchment paper, wax paper or another large silpat mat onto the counter. Once popcorn has finished baking, immediately scrape it onto the lined counter top and break up the pieces before it hardens completely. Allow to cool for at least 1 hour before enjoying.