Chewy-Soft Caramel Corn
This is a recipe that came from my childhood. A recipe taken directly from my mama, who made some killer candy in her day! A recipe that before now, I only shared with a handful of people, because.….well, because I liked being known as the one with the best caramel popcorn around, and if you go around giving your fabulous recipe to every Heather, Nicole, and Ashley you meet, then how are you supposed to retain the title?
Sheesh!
But I have repented of my sin, and, to compensate for my selfishness of yore, now do share this recipe with all the Heather/Nicole/Ashley’s of the world!
Chewy-Soft Caramel Corn
Ingredients
- 1 stick (1/2 cup) butter ( just use regular, salted butter for this recipe–’cause that’s what mom did!)
- 1 pound of brown sugar (this works out to be about 2 1/2 cups packed brown sugar)
- 1 cup corn syrup
- 1 can (14 oz.) sweetened condensed milk
- pinch of kosher salt
- –or–
- fleur de sel (I use Maldon) to use as a garnish
- 20–24 cups air-popped popcorn (this amount will depend on how caramel coated you like your popcorn–less popcorn, more caramel-y!)
Instructions
- Prepare two sheet pans with either silpat liners, or butter spread onto surface. Set aside.
- Pop your popcorn.
- **One thing I ALWAYS DO when I use popcorn: I pop each batch into a large bowl. I then shake and tap the bowl until all the hard, unpopped kernals settle to the bottom. Then I carefully lift only the good popcorn into another, larger bowl, discarding what remains. I even leave what looks like good popcorn just to be safe because if it has settled to the bottom it likely has a hard, half-popped kernal that might end up cracking a tooth or dental fillings. This caramel popcorn is undeniably good, but I’m not sure it’s worth hundreds of dollars of dental work. Then again, maybe.….**
- In a heavy, 6 quart pan, place the butter, brown sugar, and corn syrup. With the heat on medium-high, bring these ingredients to a boil. While stirring, slowly add the sweetened condensed milk. Insert your candy thermometer and let cook, softly boiling, almost constantly stirring, until mixture reaches soft ball stage, 235–240 degrees F. on your thermometer at sea level. If you do not live at or near sea level, calibrate your thermometer ahead of time.
- Have your popcorn ready in a LARGE metal bowl. My big, stainless steel bowl accommodates 10 quarts of liquid, and will hold 24 cups of popcorn with room enough to mix without overflowing while I stir. Anything smaller and you will just have to stir very carefully.
- About 2 degrees before your caramel reaches the correct temperature, add a healthy pinch of kosher salt. Or, if you are going to garnish with fleur de sel, skip this step.
- When the caramel reaches the correct temperature, Carefully pour it over the popped popcorn. Stir with a large silicone spatula, lifting and folding until caramel had covered popcorn sufficiently.
- Divide popcorn onto the two prepared sheet pans and spread out the popcorn. It’s easier to eat if you let it set while spread out than if you just put it into a bowl. It divides up prettier as well, if you plan on packaging some up to give away.
- Let set an hour or so before packaging.
- Eating should happen sooner because it’s SO YUMMY WARM!!!
The Secret Life of of a Chef’s Wife 2013






This looks awesome. I just saw it on Foodgawker and pinned it to my Popcorn board on Pinterest. I LOVE caramel corn.
There is something really crazy going on with your web sites formatting.
I Love many of your recipes and when I copy then paste them onto Notepad the strangest thing happens, there are hyphens all over the place automatically almost every word.
I tested 7., 8., and line 9. I highlighted them then pasted onto Notepad, hyphens everywhere. I then pasted the same copy (I didn’t re-copy) here to the comment box, NO hyphens?
Then when I copy what I pasted to Notepad (hyphens and all) and paste it here its back to normal.
Any explanation? Try it yourself, I’m curious!
BTW, my popcorn is done I must go.
Hi, Jinger!
You’re not the only one having troubles with the hyphens. We think it has something to do with our recipe plug-in and we’re looking into it. Thanks for the heads-up!
tammy@secretlifeofachefswife
It is incredibly addictive. I can eat an entire batch myself. And I undoubtably never feel guilty.
Amazing, it turned out amazing. Thanks so much. I am really enjoyed your site. Nisha
Wonderful! My grandmother used to make chewy caramel corn every christmas, and this is just like it. I definitely recommend a helper to pour the caramel while you stir the popcorn. I used a wide plastic spatula for stirring and I got pretty even coverage– and my workout for the day. I used 8 quarts of popped corn with the recipe above and it came out just right. Thanks for the recipe!
this sounds delish.i am making it for superbowl a little something sweet to counter all those spicy things.