Who doesn’t love warm, gooey, chewy caramel popcorn to munch on? Enough said.

Chewy Caramel Popcorn

Chewy Caramel Popcorn


  • 1/2 cup popcorn kernels, popped
  • 1/2 can Sweetened Condensed Milk
  • 1 cup + 2 Tbsp brown sugar
  • 1/2 cup light corn syrup
  • 1/2 cup (1 stick) butter


  1. Air pop or microwave kernels in a paper sack (do ¼ cup at a time to prevent burning, re-using same paper sack) or air popper. Pick out the un-popped kernels. Put freshly popped corn in a LARGE bowl (or two smaller bowls) with extra room to stir in caramel later.
  2. Combine sweetened condensed milk, brown sugar, corn syrup & butter in a saucepan. Let boil for 2½ minutes stirring constantly. Pour over popcorn. Stir until coated (BE CAREFUL NOT TO BURN YOURSELF WITH THE HOT CARAMEL!). Enjoy warm! Store any leftovers in a ziplock bag.