Old-Fashioned Homemade Caramel Corn (No Corn Syrup)

Got a crowd coming that needs something to snack on before the big meal? This old-fashioned homemade caramel corn coats a big batch of freshly popped popcorn in a from-scratch caramel made with honey, butter and brown sugar instead of corn syrup, then bakes low and slow until every piece is crisp. One batch makes about 3 gallons, enough to fill a stack of gift tins.

A big bowl of old-fashioned homemade caramel corn

A Quick Look At The Recipe

  • Recipe Name: Homemade Caramel Corn
  • Serves: 4
  • Main Ingredients: honey, unsalted butter, packed brown sugar, salt, baking soda, popped popcorn, vanilla extract, butter flavoring
  • Why You'll Love It: This recipe for caramel corn includes freshly popped popcorn covered in a homemade caramel sauce. It's perfect for a holiday gift or snack.

Years ago I started bringing a batch to Thanksgiving to keep everyone happy until dinner, and now it’s a tradition. It’s inexpensive to make, naturally gluten-free and stays crisp for up to 2 weeks, so it makes a great homemade gift alongside candied pecans and candied peanuts.

Why This Caramel Corn Recipe Works

Letting the honey caramel boil undisturbed for 3 minutes gives it the right thickness, and stirring in baking soda at the end makes it foam up light so it coats the popcorn in a thin, even layer. Baking at a low 250°F for an hour, with a stir every 15 minutes, dries the coating out so it turns crunchy instead of sticky.

Ingredients for Homemade Caramel Corn

Ingredients for homemade caramel corn sauce: honey, butter, brown sugar, salt, baking soda and vanilla

Popcorn: I pop about 1 ½ cups of kernels in ⅓ cup oil on the stovetop. A popcorn maker or plain, unbuttered microwave popcorn works too.

Honey: I like the flavor of honey better than corn syrup. If you swap in corn syrup, keep an eye on it in the oven since it may cook faster.

Butter flavoring: It gives that movie theater taste, but extra vanilla works fine.

You’ll find the exact amounts in the recipe card below.

Helpful Tips Before You Start

  • Use a big pot with a lid to pop the corn, and keep the lid on, since popping kernels are very hot.
  • Pick out any unpopped kernels before coating so nobody cracks a tooth.
  • Coat the popcorn in two batches in a large dishpan so it’s easier to stir.
  • Add 2 cups of salted peanuts with the popcorn for a sweet and salty crunch.

How to Make Caramel Corn

Freshly popped popcorn in a large pot

1Pop the Popcorn

Preheat the oven to 250°F and grease two large baking sheets. Pop the popcorn and let it cool.

Butter, honey, brown sugar and salt in a saucepot

2Start the Caramel

Combine the butter, honey, brown sugar and salt in a heavy saucepot over medium heat, stirring constantly until it comes to a boil.

Caramel sauce boiling in a saucepot

3Boil Undisturbed

Stop stirring and let it boil for 3 minutes.

Stirring baking soda into the caramel sauce

4Add the Baking Soda

Remove from the heat and stir in the baking soda, vanilla and butter flavoring.

Pouring caramel sauce over popcorn

5Coat the Popcorn

Put half the popcorn in a large dishpan, pour half the caramel over it and stir until evenly coated.

Spreading caramel corn on a baking sheet

6Spread on the Pans

Spread the coated popcorn on a baking sheet and repeat with the rest.

Caramel corn on a baking sheet ready to bake

7Bake

Bake for 1 hour, stirring every 15 minutes.

Bowl of crunchy homemade caramel corn

8Cool and Break Apart

Let it cool completely, then break it into pieces and store in an airtight container.

Gifting and Serving Ideas

Pack it into tins or cellophane bags for teachers, neighbors and coworkers at Christmas, or set out a big bowl on Thanksgiving to tide everyone over. It’s also a fun Halloween party snack next to chocolate caramel apples and sweet and salty fall snack mix, and you’ll find more ideas in our list of easy Halloween treats and desserts. A mug of slow cooker caramel apple cider on the side doesn’t hurt.

Stored in an airtight container, it stays crisp for up to 2 weeks.

Homemade Caramel Corn FAQs

Can I make caramel corn without corn syrup?

Yes, this recipe uses honey instead of corn syrup, which gives it a richer flavor.

Why is my caramel corn sticky?

It usually needs more time in the oven. The full hour at 250°F with regular stirring is what dries the coating so it turns crunchy.

Can I use microwave popcorn?

You can, as long as it’s plain and not buttered or the caramel corn can turn out too rich and sweet.

Southern Plate Recipe

Old-Fashioned Homemade Caramel Corn (No Corn Syrup)

4.7 from 3 votes
This old-fashioned homemade caramel corn coats freshly popped popcorn in a honey, butter and brown sugar caramel with no corn syrup, then bakes low and slow until crisp.
Prep Time 30 minutes
Cook Time 1 hour
Total Time 1 hour 30 minutes
Servings 48 cups

Ingredients 

  • 1 cup honey
  • 1 cup unsalted butter two sticks
  • 1 cup packed brown sugar
  • 1 teaspoon salt
  • 1/2 teaspoon baking soda
  • 3 gallons popped popcorn
  • 1 teaspoon vanilla extract
  • 1 teaspoon butter flavoring can use more vanilla instead

Instructions

  • Preheat oven to 250 degrees. Grease two large baking sheets.
  • In a heavy saucepot, combine the butter, honey, brown sugar, and salt. Place over medium heat and stir continuously until it comes to a boil. Stop stirring and let boil, undisturbed, for three minutes.
    1 cup honey, 1 cup unsalted butter, 1 cup packed brown sugar, 1 teaspoon salt
  • Remove from the heat and stir in the baking soda and flavorings. Place 1/2 of the cooled popcorn in a large dishpan (I do mine in two batches) and pour over half of the caramel sauce. Stir until evenly coated. Spread onto baking sheet and repeat with remainder on another baking sheet.
    1/2 teaspoon baking soda, 1 teaspoon vanilla extract, 1 teaspoon butter flavoring, 3 gallons popped popcorn
  • Place in the oven and bake at 250 for one hour, stirring every 15 minutes. Allow to cool and break apart before placing in an airtight container.

Notes

Popcorn: About 1 ½ cups kernels popped in ⅓ cup oil makes roughly 3 gallons. Plain, unbuttered microwave popcorn works too.
Add nuts: Stir 2 cups salted peanuts in with the popcorn before coating.
Corn syrup swap: You can use corn syrup instead of honey, but watch it closely in the oven.
Storage: Keep in an airtight container for up to 2 weeks.
Course: Snack
Cuisine: American
Keyword: caramel corn recipe, caramel corn without corn syrup, homemade caramel corn, old fashioned caramel corn, popcorn gift

Nutrition

Calories: 253kcal
Tried this recipe?Mention @southernplate or tag #southernplate!

82 Comments

  1. you forgot to suggest that to get all your kernels to pop, you should store the corn in the freezer.
    I read this somewhere and tried it. now if I have 3 unpopped kernels I consider myself a failure.

  2. When just making popcorn, you salt the kernels while IN the oil? I would never have thought of that!

    Being one of those who can’t stand air-popped ‘corn, I went out many moons ago and bought one of those fancy stove-top poppers which consists of a large aluminum pan, where the lid has a handle which is attached to spindle inside the pan, which has a paddle on it. The idea is that you turn the handle, and the paddle sweeps around and around the bottom of the pan to keep the kernels moving around in the oil (supposedly to minimize the likelihood of burning). I soon got fed up with cleaning the lid/paddle; ditched it and found myself an alternative.

    As it turns out, a pie tin from any Marie Callendar’s frozen pie (I believe it must have been Coconut Cream, because I am terribly addicted to those) is JUST the right size to to stand in as a lid! I punched 3 holes in it to let the steam escape (no chance of ending up with soggy popcorn!!), and with a couple of potholders and a lot of swirling the pan over heat, I get perfect popcorn every single time!

  3. OH JOY….a caramel corn recipe WITHOUT corn syrup!!! woohoo….my youngest daughter is allergic to corn products….THANK YOU!!!

  4. I have also made caramel corn, and used the real popcorn. Just have to be careful not to burn the popcorn and keep it moving! I love it in October but what a great idea to have it for Thanksgiving! Thanks!

  5. My mother use to make popcorn like this and add peanuts. Talk about homemade we grew the popcorn and the peanuts! She made a big batch of the “cracker jacks” and popcorn balls and mailed to my brother who was in the Army. I think she used sorghum syrup when she made them. They sure were good.

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