Halloween Caramel Corn


Fall is finally here!!! And it’s inspired me to catch up on my Halloween cooking. I wanted to make something for my daughter who lives on popcorn. So I put together this Halloween Caramel Corn, perfect for her love of popcorn.

This is also the perfect treat for anyone who loves something sweet and something salty in the same bite. Between the popcorn and the chocolate, it’s perfect for all late night snackers! And did I mention this should come with an addiction warning!


And because it’s Halloween, it’s always fun to decorate it with pumpkins and scary spiders! This is a must treat for any Halloween party!


This starts with a 1/2 cup of uncooked plain popcorn kernels. I popped the popcorn in the microwave in a brown bag for about 1 and a half minutes. This equals about 10 cups of cooked popcorn.

In the meantime, I made the caramel topping by melting two sticks of butter and combining brown sugar, vanilla extract and baking soda.


This mixture gets poured over the popcorn. I started with a bowl.


Then spread out the popcorn and caramel mixture on a cookie sheet with a Silpat liner or parchment paper.


While the caramel mixture is still hot, sprinkle your favorite candy on top of the popcorn. I used miniature Rollos and orange & black M&Ms.  You want to add it to the caramel while it’s hot so it will stick better.

And remember to soak anything with caramel in it immediately.  The first time I ever made caramel, I couldn’t remove my spoon from the pan:)


Pour the Halloween Caramel Corn in your favorite Halloween bowl and serve hot.  You can also use other candy to top this caramel corn including Reeses Pieces or Hershey Kisses!

You can definitely enjoy this cold (and trust me, I have) and it’s just as good!

Halloween Caramel Corn

Prep Time 10 minutes
Cook Time 15 minutes
Total Time 30 minutes


  • 1/2 cup of plain Popcorn Kernels
  • Brown paper bag
  • 2 sticks Butter melted
  • 1 cup Light Brown Sugar
  • 2 teaspoons Vanilla Extract
  • 1/2 teaspoons Baking Soda
  • Mini Rollo candies
  • M&M's orange & brown


  1. In a brown paper bag, heat up the popcorn in a microwave for 1 1/2 minutes or until the popcorn stops popping, set aside
  2. In a saucepan, melt butter
  3. Add the light brown sugar and boil for about 4-5 minutes
  4. Add the vanilla extract and baking soda and combine
  5. Remove from heat and pour over popcorn, mix together
  6. Pour the popcorn caramel mixture over a lined cookie sheet
  7. While still hot, sprinkle the candy on top
  8. Serve on baking sheet or transfer to a bowl

Recipe Notes

Change this recipe up by using your favorite candy!


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