Make Caramel Corn Without Corn Syrup

Caramel corn without corn syrup:

Hubby is happy to report that this recipe took a bit of trial and error on my part. He was gracious enough to test all of my efforts, which went something like the story of Goldilocks and the Three Bears:

I made caramel on the stove top and poured it over the popcorn. It was too gooey.

I made the caramel with honey and baked it in the overn.  It was too burnt.

Then I made the caramel with brown sugar, baked it in the oven, and it was JUST RIGHT.

Most caramel corn recipes use corn syrup, but (all controversy aside) I wanted a recipe without it–because I don’t have room for a unitasker in my kitchen! (Thank you, Alton Brown, for that handy word creation.) I can’t think of a single recipe that I’ve ever made that calls for corn syrup.

Enough chat…let’s do this. ;)


10 cups popped popcorn (about 1/2 cup unpopped)
Don’t use microwave popcorn! Use an air popper or a WhirleyPop.
3/4 cup butter
1 cup packed brown sugar
1 teaspoon vanilla
1/2 teaspoon kosher salt
1/4 teaspoon baking soda

Put the popcorn in a large bowl and preheat the oven to 250F.

In a large saucepan, melt the butter and mix in the sugar, stirring until the sugar is dissolved.

Increase heat to medium-high and boil the mixture for 3-4 minutes, stirring constantly. It will change from grainy to smooth and then will begin to thicken and look like…well…caramel!

Note: Don’t leave the stove while the caramel is boiling. It takes about .05 seconds for the mixture to overcook and turn brown instead of caramel-colored. This is too dark:

Caramel corn without corn syrup:

Remove the saucepan from the heat and add the vanilla, salt, and baking soda. The caramel will foam up when you add the baking soda, which is why you want to use a big saucepan.

Carefully pour the hot caramel over the popcorn (grab a friend to help) and stir gently to combine.

Pour the caramel corn onto two cookie sheets lined with parchment paper or Silpat. Bake at 250F for one hour, stirring every 15 minutes.

Allow to cool and munch, munch, munch!

Caramel corn without corn syrup:


  1. Kat says

    I don’t follow many blogs and read even fewer but I have to say that I read and enjoy all that you post & share. You are crafty & creative in so many aspects and I really like your healthy/ alternative takes on recepies. I started following when I say that awesome wreath you made and have stuck around because your great!!! Just wanted to let you know.
    Kat from Canada :)

    • Kat says

      Sorry the wreath wasn’t yours, I follow for the garden tips and great recepies! I struggle with both :) – just to clarify:)

  2. Jen Loret de Mola says

    This sounds delicious! Safety tip: when working with caramel, have a bowl of ice and water nearby. If you goof and get caramel on your hand, plunge it right into the bowl and your burn will not be nearly as bad.

  3. says

    I have actually never made caramel corn but now that you have written about and spent all that trial and error I will definitely be making some for our Family Night. Thanks for this recipe.

  4. Linda says

    I love making home made treats for my brothers, niece and nephews for Christmas. This is definitely going to be in there bag of goodies this year! Thanks for sharing.

Leave a Reply