No Bake Caramel Popcorn Recipe Without Corn Syrup

This homemade no-bake caramel popcorn recipe is made without corn syrup and is so easy to whip up for a family movie night.

This recipe can be made using microwave popcorn or with popped popcorn on the stovetop. No matter which method you prefer to cook the popcorn kernels, this is the best recipe to bring plain popcorn to the next level.

In my opinion, this is the best caramel popcorn recipe to give for holiday gifts during the holiday season. This easy caramel corn recipe is a family favorite and after you try it for the first time I think you will agree that this is the best caramel corn recipe.

While there are a lot of caramel popcorn recipes, this chewy caramel corn recipe doesn’t require corn syrup and shares how to make a big batch of homemade caramel sauce without having to use the oven.

Unlike a lot of recipes, this is a quick no bake caramel popcorn that is sure to satisfy any sweet tooth and it’s so easy to make, no candy thermometer or light corn syrup needed.

I love caramel popcorn! It is such a perfect combination of two delicious flavors, savory and sweet. Plus popcorn is a great snack choice due to its fiber and antioxidant content.

So I like to think that adding in a little sugar isn’t such a bad thing in this case. Plus it’s so easy to do and this recipe makes a bunch of caramel corn so there will be plenty of caramel corn for everyone.

No Bake Caramel Popcorn Recipe without Corn Syrup

As an amazon associate, keep in mind that this easy caramel popcorn recipe contains affiliate links which means that if you make a purchase after clicking a link, I will receive a small portion of the sale at no additional cost to you.

When making this homemade caramel corn, I like to start by popping the unpopped kernels on the stove in a Large Pot or Stock Pot. A small saucepan will not do the trick for this amount of un-popped kernels.

You can use an air popper to pop popcorn, place popcorn into the microwave, or however you want to make the popped corn, this step is up to you.

saucepan on stovetop

How to Pop Popcorn for No Bake Caramel Popcorn

You can make your own popcorn on the stove by adding Vegetable Oil to a Large Pot or Stock Pot. I then place a few Popcorn Kernels in the oil, cover the pot, and wait to see the kernels pop.

Once that happens, I like to put in a good heaping half a cup of Popcorn Kernels, this is helpful if some of the kernels don’t pop.

Make sure that you are shaking the pot and moving it in circles to keep the kernels moving throughout the popping process, otherwise, you will burn the bottom layer.

popcorn kernals

How to Pop Popcorn Kernals in the Microwave

Using a brown paper bag, add 1/4 cup of popcorn kernels and fold the top of the bag down. Cook for 2 to 2 and a half minutes, paying attention to the sounds. Take the popcorn out of the microwave and pour it into a large bowl.

The brown paper bag method will require you to make a few batches of homemade popcorn for this easy homemade caramel popcorn recipe.

You will need about 10 cups total but this is a loose measurement so if you end up a little short you will have a little extra caramel coating. You can pour caramel on top using less popcorn for sticky caramel corn or use 10 cups for the perfect amount of caramel.

You can also pop a few bags of popcorn for easy cleanup or convenience. I have made it this way in the past when I didn’t have popcorn kernels on hand and was happy with the results of this crunchy caramel corn.

kettle corn

How to Make the Simple Caramel Sauce

Once you have 10 cups of popcorn popped you can get started on the next step of this easy recipe.

Sprinkle kosher salt on the popcorn and then set aside for now. If you like salty popcorn be sure to add the right amount to make this the perfect snack.

To make it stick, you can spray a little water or nonstick spray but this may create a softer texture so you may decide to add the salt to the caramel syrup mix instead.

To make this classic caramel corn recipe, start with a medium saucepan, a nonstick pan works best, on medium-high heat and melt butter. Once the butter has melted, add in the 1 cup of brown sugar and stir with a wooden spoon until it’s mixed well.

Keep stirring while bringing the butter and sugar mixture up to a boil, the sugar molecules and sugar crystals will begin to melt at the right temperature.

The mixture may begin to bubble as the sugar dissolves so if you are doubling this recipe be sure to use a large saucepan to protect your stove top.

When it reaches a boil allow it to cook for 5 minutes on medium heat, do not stir until about 4 minutes. This is when you will add in the teaspoon vanilla extract and stir to make sure it has mixed well. 

Continue to boil the hot caramel for the last additional minute to reach the five total minutes previously mentioned, and then add the 1/2 teaspoon of baking soda.

Once you add a little baking soda, you will begin to see the tiny carbon dioxide air bubbles at this point, this is a normal chemical reaction, just be sure to stir well and combine the baking soda with the rest of the ingredients.

brown sugar and ingredients for recipe on stovetop

How to Make No Bake Caramel Popcorn

Line a sheet pan with parchment paper, wax paper, or aluminum foil, all are great options. I usually use aluiminum foil but you could use whichever you have on hand. Parchment paper tends to absord liquids while the waxed paper can help to repel liquids and prevent sticking to the sheet pans.

You could also use a lined cookie sheet with a cooling rack placed inside to allow any excess liquids to slip through.

Just keep in mind that this will make the racks extremely difficult to clean so if you don’t want to take a long time cleaning up after making the perfect caramel corn, just use a baking sheet.

Or you can try this method and then decide if you want to do another method the next time you make this recipe.

Pour the mixture over the popped popcorn, with clean hands, trying to evenly distribute the caramel mixture on top. 

Allow the no bake caramel popcorn to come to room temperature before serving.

No Bake Caramel Popcorn Recipe without Corn Syrup

How to Store this No Bake Caramel Popcorn

Store in an airtight container for up to one week. Storing any longer, even in an air-tight container will leave you with a grainy caramel and this easy homemade caramel corn will lose the perfect texture.

If storing in a ziplock bag, be sure to allow this sweet snack to completely cool.

Pro Tip: Wait 10-15 minutes after you think it is cooled before storing it in plastic.

If you find that your caramel popcorn lacks flavor or changes texture from storage you can pop it into a preheated oven on low heat for a couple of minutes to bring it back to it’s original texture and flavor.

stovetop melt cup butter

Additional Flavor Suggestions for this Caramel Corn Recipe Without Corn Syrup

If you want to add a buttery caramel flavor, use a pastry brush to add some melted butter on top and bake caramel corn at a lower temperature for a few minutes. The baking time will depend on what you are trying to achieve with leftover popcorn.

Adding butter or peanut butter and creating popcorn balls from leftovers make great party favors or a gift for a dear friend. I like to add an even layer of peanut butter to resemble my grandmother’s recipe that she used to make for me as a kid.

No Bake Caramel Popcorn Recipe without Corn Syrup

I usually make stovetop popcorn when craving this style and combine butter at the same time as the peanut butter.

If you are trying to cut down on sugar and want to use maple syrup your recipe will not turn out quite like cracker jacks or kettle corn.

If you are trying to make a recipe better than store-bought caramel corn, be sure to check the full recipe card at the bottom of the post with detailed instructions and a full ingredient list.

Altering recipes can be difficult so if you are trying to leave out the butter I would suggest using a dairy-free caramel sauce to replace the one cup butter. Using coconut oil would not be a good replacement for butter this recipe.

adding caramel sauce

I hope your entire family loves this sweet treat and thinks it’s the best part of movie night. Be sure to sign up for the free newsletter so you can get all of the latest recipes right in your inbox.

You could also follow me on your favorite social media so you see all of my latest posts. You can find me on Pinterest, Instagram, Twitter, and Facebook as The Hobby Wife.

No Bake Caramel Popcorn Recipe without Corn Syrup

More Easy Recipes to Try Out

While you’re here, you may be interested in checking out some of my most popular easy recipes. The most popular recipe on the blog is this oatmeal cookies recipe using instant oatmeal.

Another popular post is this one sharing how to make easy homemade flour tortillas that will bring taco night to the next level.

If you want a delicious appetizer that is simple to make, you may enjoy this easy bruschetta recipe or learning how to cook pizza on a grill without a stone.

One of my favorite recipes on the site is this easy fried green tomatoes recipe paired with this creamy sauce for fried green tomatoes.

Yield: 8-10 cups

No Bake Caramel Popcorn Recipe Without Corn Syrup

Easy Caramel Popcorn Recipe


  • 8-10 Cups of Popped Popcorn
  • 2 sticks of Butter
  • 1 Cup Brown Sugar
  • 2 tsp. Vanilla
  • 1/2 tsp. Baking Soda


    Pop the popcorn as you normally would, using a microwave or stovetop.
    Sprinkle some salt on the popcorn and then set aside for now.

    In a medium saucepan, melt 1 cup of butter. Once the butter has melted, add in the 1 cup of brown sugar and stir until it's mixed well.

    Keep stirring while bringing the butter and sugar mixture up to a boil.
    When it reaches a boil allow it to cook for 5 minutes without stirring on medium heat.

    After about four minutes, add in the 2 tsp. of vanilla and stir to make sure it has mixed well.

    Continue to boil for the last additional minute to reach the five total minutes previously mentioned, and then add the 1/2 teaspoon of baking soda, and stir to combine.

    Pour the mixture over the popped popcorn, trying to evenly distribute the caramel mixture on top.

    Line a baking sheet with aluminum foil. Then put the popcorn onto the baking sheet and allow it to cool completely.

The Hobby Wife

As an avid gardener, dedicated homemaker, and culinary enthusiast, I bring a wealth of knowledge and passion to every aspect of homemaking, recipes, travel, and gardening. My journey is deeply rooted in a love for nature, food, and exploration, which I share through my engaging content.

With years of experience cultivating a vibrant garden and crafting delicious recipes, I specialize in creating farm-to-table homestyle dishes that highlight the freshest ingredients. My culinary creations are inspired by my extensive travels, allowing me to infuse global flavors into my kitchen.

Through my blog, I aim to inspire others with practical gardening tips, mouth-watering recipes, and unique travel experiences. Whether you're looking for garden-to-plate cooking ideas, copycat recipes, or advice on homemaking, I provide a trusted source of information and inspiration.

Join me as I blend the joys of gardening, cooking, and travel into a harmonious lifestyle, offering readers a well-rounded perspective on how to bring these passions into their own homes.

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