Marshmallow Caramel Corn

Marshmallow Caramel Corn

Sometimes, a recipe sneaks into your life and stays forever. That’s exactly what this marshmallow caramel popcorn did for me. It’s one of those snacks that you don’t realize you need until you make it. It’s sticky, buttery, and sweet—but not in that overly sweet way that makes you feel like you’ve had enough after just a handful. No, this one? You’ll find yourself going back for more, one crunchy bite at a time.

Here in Valdosta, Georgia—where I live—football is everything. I mean, everything. Our high school team is a legend around here, and Friday nights in the fall are all about lights, cheering, and snacks. And while I love a classic bag of chips or a tray of nachos, nothing beats the homemade feel of this marshmallow caramel popcorn. It’s perfect for football games, movie nights, or just because you need something sweet and comforting to munch on.

Let me walk you through it. It’s simple, uses everyday ingredients, and doesn’t take much time. But oh, does it deliver.


What You’ll Need

Here’s what makes this popcorn magic:

  • 10 cups popped popcorn (from about 5 tablespoons of kernels or one plain microwave popcorn bag)
    Use plain popcorn—no butter or salt added—so the caramel and marshmallow really shine. Trust me on this.
  • ½ cup unsalted butter (1 stick)
  • 1 cup packed light brown sugar
    Brown sugar gives that deep, caramel flavor we’re after.
  • 1 tablespoon light corn syrup
    This keeps the caramel smooth and prevents it from crystallizing.
  • 3 cups mini marshmallows
    If you only have jumbo marshmallows, use about 24 and cut them up for easier melting.
  • Optional toppings:
    • A pinch of sea salt (highly recommend!)
    • Chopped nuts like pecans or peanuts
    • Chocolate chips, if you’re feeling indulgent

Step 1: Pop Your Corn

If you’re popping your own kernels, here’s my quick and simple method:

  1. Measure 5 tablespoons of popcorn kernels into a brown paper lunch bag.
  2. Fold the top of the bag over twice (not too tight—leave room for the popcorn to expand).
  3. Microwave on high for about 1 ½ minutes, or until the popping slows to about 2 seconds between pops.
  4. Carefully pour the popcorn into a large bowl, and pick out any unpopped kernels.

If you’re using store-bought bagged popcorn, aim for one with no added butter or salt. You want the flavors of the caramel and marshmallow to take center stage here.


Step 2: Make the Caramel Sauce

The caramel sauce is where all the magic happens. It’s simple but requires a little attention. Once you start, stay close—things move quickly.

  1. In a medium saucepan, melt ½ cup unsalted butter over medium heat. Let it melt completely before moving to the next step.
  2. Stir in 1 cup packed light brown sugar. Mix until the sugar begins to dissolve into the butter. It will start to look grainy at first, but don’t worry—it’ll smooth out as it heats up. (source:Ineskohl.info)
  3. Add 1 tablespoon light corn syrup to the pan. This helps the caramel stay nice and smooth.
  4. Keep stirring as the mixture comes together. It should look glossy and smooth after a few minutes. If it’s still grainy, keep stirring gently over low heat until it all melts together.

Step 3: Add the Marshmallows

Now comes the fun part—adding the marshmallows!

  1. Lower the heat to medium-low and stir in 3 cups of mini marshmallows. If you’re using jumbo marshmallows, it might take a little longer for them to melt.
  2. Stir constantly until the marshmallows melt into the caramel. This won’t take long—maybe a minute or so. The sauce should be smooth, glossy, and sticky, with a nutty caramel aroma.
  3. As soon as the marshmallows are fully melted, turn off the heat. You’re ready to coat your popcorn!

Step 4: Combine the Popcorn and Sauce

This step requires you to move quickly before the caramel sauce starts to firm up:

  1. Pour the sauce over your popped popcorn in the large mixing bowl.
  2. Using a spatula or wooden spoon, gently fold the popcorn and sauce together. Be sure to coat every piece evenly. It might look like there’s too much sauce at first, but keep folding—it’ll distribute perfectly.
  3. If you want to add any extras, like chopped nuts or chocolate chips, now’s the time. Just keep in mind that the popcorn mixture will be warm, so if you add chocolate, it might melt a bit.

Step 5: Cool and Serve

To finish, grab a baking sheet and line it with parchment paper.

  1. Spread the coated popcorn onto the baking sheet. Try to break up any large clumps so the caramel cools evenly.
  2. If you like a sweet-and-salty contrast, sprinkle a small pinch of sea salt over the top. Just a little—it’s optional, but I find it makes the flavors pop even more.
  3. Let the popcorn cool for 10-15 minutes, or until it firms up slightly. If you’re in a rush, pop the baking sheet into the fridge for 5 minutes to speed things up.

Once it’s cooled, it’s ready to eat. And yes, it’s perfectly acceptable to sample a piece or two before it’s fully set—I won’t judge!


A Few Tips

  • Storage: If you have leftovers (though that’s rare), store the popcorn in an airtight container at room temperature for up to 2 days. Any longer, and it starts to lose its crunch.
  • Customizations: This recipe is a blank canvas for all kinds of additions. Try drizzling melted chocolate over the top, adding crushed pretzels, or even mixing in some candy-coated chocolates.

Why I Love This Recipe

What I love most about this marshmallow caramel popcorn is how it strikes that perfect balance between sweet, sticky, and crunchy. It’s comforting and nostalgic, like a hug from your favorite childhood snack. But it’s also versatile—you can dress it up for a party or keep it simple for a cozy night in.

Every time I make this, I think about Friday nights here in Valdosta, the sound of cheering crowds, and the smell of warm caramel filling the kitchen. It’s more than just a snack—it’s a little piece of home.

So grab a big bowl, settle in with your favorite movie or football game, and enjoy. But fair warning: this stuff is addictive. You might want to make a double batch.

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