1teaspoonbutter flavoringcan use more vanilla instead
Preheat oven to 250 degrees. Grease two large baking sheets.
In heavy saucepot, combine 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.
Remove from heat and stir in baking soda and flavorings. Place 1/2 of cooled popcorn in a large dishpan (I do mine in two batches) and pour half caramel sauce over. Stir until evenly coated. Spread onto baking sheet and repeat with remainder on another baking sheet.
Place in oven and bake at 250 for one hour, stirring every fifteen minutes. Allow to cool and break apart before placing in airtight container.