Best Caramel Corn with Sweetened Condensed Milk

Here’s my go-to caramel corn recipe, made with sweetened condensed milk for an extra creamy coating that perfectly covers each kernel. The combination of crunchy popcorn and smooth caramel creates a snack that’s impossible to resist.

This caramel corn has become our family’s movie night tradition. I always make a double batch because it disappears so quickly – and if we’re lucky, there might be enough left for an after-school snack the next day. Nothing better than homemade caramel corn, right?

What Kind of Popcorn Should I Use?

You’ve got two great options when it comes to popcorn for this caramel corn recipe – microwave or stovetop popped kernels. If you’re going the microwave route, stick with plain or “natural” varieties without added butter or salt since you’ll be adding plenty of flavoring later. For stovetop popping, any brand of plain white or yellow kernels will work well – just make sure they’re fresh, as older kernels tend to have more unpopped pieces. I actually prefer using stovetop popped kernels because they tend to be a bit sturdier and hold up better under the weight of the caramel coating. The most important thing is making sure you remove any unpopped kernels (we call these “old maids”) before adding the caramel sauce to avoid any unexpected dental visits!

Options for Substitutions

While making this caramel corn, you’ve got some wiggle room with certain ingredients:

• Microwave popcorn: You can definitely use air-popped or stovetop-popped kernels instead of microwave popcorn. Just make sure to get about 10-12 cups of popped corn. Avoid using flavored microwave popcorn – plain is best!
• Butter: You can use margarine or coconut oil instead of butter, though butter gives the best flavor. If using coconut oil, expect a slight coconut taste in your final product.
• Corn syrup: This is pretty important for preventing sugar crystallization, but you can swap it with honey or golden syrup. Keep in mind this will change the flavor and the caramel might be a bit softer.
• Sweetened condensed milk: This is a key ingredient that really shouldn’t be substituted – it gives the caramel its signature texture and richness. There’s no good alternative that will give you the same results.
• Brown sugar: You can use light or dark brown sugar interchangeably – dark will give a deeper molasses flavor. In a pinch, use white sugar plus 2 tablespoons of molasses per cup of sugar.

Watch Out for These Mistakes While Making

The biggest mistake when making caramel corn is burning the caramel sauce – keep the heat at medium-low and stir constantly, as sweetened condensed milk can quickly go from perfect to scorched in just a few seconds.

Another common error is using warm popcorn, which can make your caramel coating turn grainy – instead, make sure your popped corn has completely cooled before coating it, and remove any unpopped kernels to prevent unwanted dental surprises.

To avoid ending up with sticky clumps, spread your caramel-coated popcorn in a single layer on parchment-lined baking sheets, and don’t skip the baking step at 250°F for about an hour, stirring every 15 minutes – this crucial step helps the caramel coating become perfectly crispy instead of chewy.

For the best texture, let your caramel corn cool completely before breaking it apart and storing it in an airtight container, as any remaining warmth can create unwanted moisture and make your treat lose its crunch.

What to Serve With Caramel Corn?

Caramel corn is such a fun snack that works great on its own, but I love setting it out as part of a movie night spread! Try mixing it with some salty pretzels and peanuts to create a sweet and salty snack mix that everyone will keep reaching for. For drinks, hot chocolate or cold milk make perfect companions since they help balance out the sweetness of the caramel coating. If you’re serving this at a party, consider putting it in paper cones or small bags so guests can easily grab a portion while mingling.

Storage Instructions

Keep Fresh: Once your caramel corn has completely cooled, place it in an airtight container or large zip-top bag. It’ll stay crunchy and fresh at room temperature for up to 2 weeks. Pro tip: adding a paper towel to the container helps absorb any extra moisture and keeps the popcorn extra crispy!

Package: This caramel corn makes such a nice gift! Pack it in cellophane bags or mason jars, tie with a pretty ribbon, and it’s ready to share. Just make sure to tell your friends to keep it sealed tight when they’re not snacking on it.

Note: Avoid storing this treat in the fridge, as the moisture can make the caramel coating sticky and the popcorn soggy. Also, try to keep it away from heat or direct sunlight, which can make the caramel soft and gooey.

Preparation Time	10-15 minutes
Cooking Time	20-30 minutes
Total Time	30-45 minutes
Level of Difficulty	Medium

Estimated Nutrition

Estimated nutrition for the whole recipe (without optional ingredients):

• Calories: 3000-3500
• Protein: 20-30 g
• Fat: 150-180 g
• Carbohydrates: 450-500 g

Ingredients

• 3 standard bags of white microwave popcorn or 1 cup of popped popcorn kernels
• 1/2 cup butter
• 2 1/4 cups packed brown sugar
• 1 cup corn syrup
• 1 can sweetened condensed milk (14 ounces)
• 1 teaspoon vanilla extract

Step 1: Prepare the Popcorn and Cookie Sheet

Start by popping your popcorn and removing any unpopped seeds.

Transfer the popped corn to a large bowl and set it aside.

Then, line a cookie sheet with a baking mat or non-stick foil to prepare it for use later.

Step 2: Make the Caramel Sauce

In a medium-sized pot, combine butter, brown sugar, and corn syrup.

Place the pot over medium heat and bring the mixture to a boil, stirring regularly to prevent any burning.

Once it reaches the boiling stage, add the condensed milk to the pot.

Step 3: Cook to Soft Ball Stage

Continue cooking the mixture, stirring frequently, until it reaches the soft ball stage, which is about 235°F.

It’s important to watch the temperature carefully so you achieve the right consistency for the caramel.

Step 4: Add Flavor and Combine with Popcorn

Remove the pot from the stove and stir in the vanilla extract.

Immediately pour the hot caramel sauce over the popped popcorn in the large bowl.

Stir well until all the popcorn is evenly coated with the caramel.

Step 5: Cool the Caramel Popcorn

Transfer the coated popcorn onto the prepared cookie sheet.

Spread it out evenly across the sheet.

Allow the caramel popcorn to cool completely before touching or eating, as it will be extremely hot right after pouring.

Step 6: Enjoy

Once the popcorn is cool, it’s ready to enjoy.

Break it apart if needed and devour the delicious caramel-coated treat.

Be sure to store any leftovers in an airtight container to keep it fresh.