Our Chocolate Caramel Poporn recipe doesn’t use corn syrup – yum! Plus, this chocolate caramel popcorn recipe is easy to make. (Bonus.) This movie night popcorn tastes amazing: buttery and rich and chocolate-y, just the way we love it. And did we mention no corn syrup?

For this recipe, we recommend using a Mushroom popcorn variety, rather than a classic movie-style popcorn. Mushroom popcorn is called that because of the shape after the kernel is popped: it is round, like a baseball or the top of a mushroom (hence the name).

This shape tends to be better for coating the candy or caramel, in part because it has more surface area for coating and is less prone to being crushed. It also tends to stay fresh and crispy longer.

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Chocolate Caramel Popcorn

  • Author: Patricia Beets
  • Yield: 10 one-cup servings 1x



10 cups of popped popcorn (see recipe below, in the directions)
A few pinches (or more) of fine sea salt
Butter (sweet cream, salted) – 1 cup
Light brown sugar – 1 cup (packed firm)
Vanilla extract – 1 tablespoon
Baking soda – 1/2 teaspoon
Dell Cove® Chocolate Caramel popcorn seasoning – 2 to 3 tablespoons (or to taste)



You can use an air popper or microwave popcorn, if you like. If you want to pop on the stovetop, get a large saucepan with a lid. Pour enough oil to coat the bottom of the pan, and add four popcorn kernels. Cover the pan and place over medium heat.

When the kernels pop, VERY CAREFULLY (because that oil is blazingly hot and can burn you!) add 1/3 to 1/2 cup of popcorn kernels and recover the pan.

Return the covered pan to the heat, shaking the pan constantly to ensure that the sugar doesn’t burn, while the popcorn pops. Once the pops are 3 to 5 seconds apart, remove the pot from heat.

Pour your popped popcorn onto a baking sheet lined with parchment paper or a silpat. Spread the popcorn out with a wooden spoon. Pick out any unpopped kernels. Evenly sprinkle a couple pinches salt over the hot popcorn and allow to cool. Once the popcorn is cool, put the popcorn back into a big bowl and set aside.


Get a medium-sized saucepan. Melt the butter over medium heat, then add the brown sugar. Stir until well mixed. Stir, stir, stir (and stir some more), until your butter and sugar mix comes to a boil. When the mixture comes to a boil, continue to cook this mixture for 5 minutes. During this time, do NOT stir. (Trust us. Just let it be.)

However, keep a close eye on the clock. Why? Because at the 4 minute mark, you’ll need to add the vanilla and Dell Cove® Chocolate Caramel popcorn seasoning. Then, stir that to mix everything together.

Let the mixture continue to boil for one more minute, then add the baking soda. Give it a stir to make sure everything is well blended.

Important note: Don’t panic if your caramel foams up or changes colors – because that’s what you want. It’s happening because of a chemical reaction from the chocolate caramel sauce to the baking soda, which is adding more air to the caramel and thinning it out a bit. (Which makes it easier to use to coat your popcorn.)

Remove your pan from the heat. Drizzle your chocolate caramel mixture over the popcorn. Use a wooden spoon to gently fold and mix the popcorn into the chocolate caramel mixture until all of the popped corn is covered.

Now, scoop the popcorn back onto the lined baking sheet and allow the popcorn to cool. Once cool, serve in fun bowls or popcorn cones.