Chewy Caramel Popcorn Recipe: Gooey Homemade Snack

This Soft Caramel Popcorn is a chewy, sticky twist on classic caramel corn. Warm and gooey, it’s best enjoyed fresh for that irresistible, melt-in-your-mouth texture.

Bowl of soft caramel popcorn.

Why You’ll Love This Recipe

If you enjoy the soft, buttery caramel on homemade caramel apples, you’ll love this version on popcorn. Instead of a hard, crunchy coating, this recipe yields a tender, sticky caramel that clings to air-popped popcorn for a soft, chewy treat.

This no-bake caramel popcorn is simple to make and perfect for serving warm. It can also be shaped into popcorn balls if you prefer a handheld snack. It’s a nostalgic, family-friendly recipe—one that’s quick to prepare and feeds a crowd, making it ideal for movie nights, parties, and holiday gifts.

Bowl of soft and chewy caramel popcorn.

Popping Corn

You’ll need about 16 cups of popped corn for this recipe. That’s roughly 1/2 cup (8 tablespoons) of kernels if most of them pop. Either white or yellow popping corn will work.

The cleanest method is an air popper, which leaves fewer unpopped kernels. If you don’t have one, you can pop kernels in the microwave using a paper bag. Try 2 tablespoons of kernels at a time to avoid burning and reduce unpopped kernels. Fold the top of the bag twice and microwave for around 2 minutes 15 seconds, watching closely—microwave times vary. Only reuse a paper bag once to reduce fire risk.

As an alternative, use two bags of lightly salted or light butter microwave popcorn. Avoid heavily buttered or extra-salty varieties so the caramel flavor can shine.

Paper sack with un-popped corn kernels.

How to Make Soft Caramel Popcorn

Once the popcorn is popped, remove any unpopped kernels and put the popcorn into a very large bowl or two medium bowls to leave room for stirring. Prepare the caramel in a saucepan on the stove.

Soft caramel being made in a saucepan.
  1. In a large saucepan, combine the butter, brown sugar, sweetened condensed milk, and light corn syrup.
  2. Heat over medium, stirring to dissolve the sugar and combine the ingredients.
  3. As the mixture simmers, continue stirring to prevent scorching.
  4. Boil the mixture for 2 1/2 minutes, stirring constantly, then remove from the heat. If using a thermometer, the caramel should register about 225–235°F for a soft, chewy texture.
Soft caramel syrup being poured over popcorn, then stirred together.
  • Pour the hot caramel over the popcorn and stir gently until the kernels are evenly coated. Take care—caramel is very hot.
  • Let the popcorn cool slightly, then serve warm for the best soft, gooey texture. Store any leftovers in an airtight container or zip-top bag for up to 5 days.

This chewy caramel popcorn is an easy crowd-pleaser and a great homemade snack for cozy nights or gatherings.

Bowl of soft and sticky caramel popcorn.

Notes About This Chewy Caramel Popcorn

  • Soft vs. Crispy: This recipe produces soft caramel popcorn with a lighter color and tender chew because it uses light brown sugar and a shorter cooking time. For crunchy caramel corn, cook the caramel longer to the firm-ball stage (250–265°F), then drizzle over popcorn on a lined sheet pan and stir quickly to coat and separate the pieces.
  • Thermometer tip: An instant-read thermometer is helpful to ensure you remove the caramel at the soft-ball temperature (225–235°F) if you want the chewy texture rather than a brittle coating.

Other Popcorn Recipes

  • Marshmallow Popcorn
  • Cookies and Cream Popcorn
  • Muddy Buddy Popcorn
  • Colored Popcorn

If you make this recipe, please leave a rating and review in the comments. Thank you!

Bowl of soft caramel popcorn.
5 from 4 ratings

Soft Caramel Popcorn

Created by
Amber Brady
Prep: 10 mins
Cook: 10 mins
Total: 10 mins
This Soft Caramel Popcorn is a sticky, chewy treat best served warm for the ultimate gooey texture.
8 Servings

Ingredients

  • 16 cups air-popped popcorn (about 1/2 cup kernels)
  • 1/2 cup (113 g) salted butter (or unsalted plus 1/4 tsp salt)
  • 1 cup (200 g) brown sugar, packed
  • 7 oz (198 ml) sweetened condensed milk (half a 14 oz can)
  • 1/2 cup (118 ml) light corn syrup

Equipment

  • Air popper (optional)
  • Instant-read thermometer (recommended)
  • Large saucepan and silicone spatula

Instructions

  • Air-pop or microwave popcorn to yield 16 cups. Remove unpopped kernels.
  • Place the popped corn in a large bowl with room for stirring.
  • In a large saucepan, combine butter, brown sugar, sweetened condensed milk, and light corn syrup. Cook over medium heat, stirring until combined.
  • When the mixture simmers, continue stirring and boil for 2 1/2 minutes. Remove from heat. (A thermometer should read about 225–235°F for soft caramel.)
  • Pour the hot caramel over the popcorn and stir carefully to coat.
  • Allow to cool slightly and serve warm. Store leftovers in an airtight container up to 5 days.

Notes

  • About 1/2 cup popcorn kernels yields 16 cups popped.
  • Lightly salted or light butter microwave popcorn can be used—about two bags.

Nutrition

Serving: 2 cups | Calories: 230 kcal | Carbohydrates: 54 g | Protein: 2 g | Fat: 2 g | Sugar: 41 g

Disclaimer: Nutritional values are estimates.

*Originally published 10/25/2012. Post updated September 2023.

Soft and chewy homemade caramel popcorn on a napkin.