
Marshmallow caramel corn is one of those whimsical treats that vanishes from the bowl almost as soon as it is made. This recipe is a fantastic mix of gooey marshmallow and rich buttery caramel clinging to crisp popcorn, making it an irresistible snack for movie nights, parties, or holiday gift bags.
I first whipped up a batch for a family movie night and now everyone expects it at every celebration. The sweet aroma alone brings my kids running into the kitchen before the popcorn has cooled.
Ingredients
- Popped popcorn: Freshly popped popcorn gives the best texture and holds up to the sticky coating. Choose good quality kernels and pop them right before starting.
- Unsalted butter: This gives the caramel a creamy base and controls the salt level. Use a good butter for the best flavor.
- Brown sugar: Adds depth and that essential molasses note. Choose tightly packed soft brown sugar for a smooth melt.
- Light corn syrup: Prevents crystallization and keeps the caramel soft. Look for a clear and light syrup.
- Large marshmallows: The star ingredient that melts into the sauce. Use fresh fluffy marshmallows for best melting.
- Vanilla extract: Adds warmth and rounds out the sweetness. Pure vanilla is key here.
Instructions
- Prepare the Popcorn:
- Pop the popcorn using your favorite method such as air popping, stovetop or microwave. Measure out exactly twelve cups of popped popcorn. Remove any unpopped kernels so they do not sneak into the mix.
- Make the Caramel:
- In a large saucepan melt the butter over medium heat. Add the brown sugar and corn syrup and stir constantly. When the mixture begins to simmer let it gently bubble for five minutes. Keep stirring as the sugar dissolves and the mixture thickens slightly.
- Add Marshmallows:
- Add the marshmallows to the hot caramel mixture. Stir continuously until the marshmallows melt and the sauce turns smooth and creamy. Take your time with this step for a lumpfree glossy sauce.
- Coat the Popcorn:
- Pour the caramelmarshmallow mixture over the prepared popcorn in a large bowl. Gently toss and fold with a spatula to evenly coat every kernel. Be patient and make sure the sauce gets into every nook.
- Bake for Crunch:
- Line a baking sheet with parchment paper. Spread the coated popcorn in an even layer. Bake at two hundred fifty degrees Fahrenheit one hundred twenty degrees Celsius for thirty minutes. Every ten minutes take the tray out and give the popcorn a gentle stir for even coverage and crunch.
- Cool and Serve:
- Once the popcorn is golden and slightly crisp remove from the oven. Allow it to cool completely before breaking into chunky pieces for serving or bagging up.

Every time I make this I think of my daughter sneaking warm clusters from the pan and how we all laugh at the sticky fingers that come with every bite. The marshmallows are the real magic here because they make the caramel soft and pull apart in the dreamiest way.
Storage Tips
Keep the caramel corn in a tightly sealed tin or ziptop bag at room temperature to maintain its crunchiness and prevent it from getting stale. Moisture is its enemy so avoid refrigerating. If you do need to store longer than a week freeze portions in freezer bags and allow them to come to room temperature before eating.
Ingredient Substitutions
No corn syrup Use honey or golden syrup instead for a different but delicious flavor. Dairy free Swap the butter for coconut oil and double check your marshmallows are gelatin free for an allergen friendly batch. If you want less sweetness try using half the marshmallows and more popcorn for a crisper lighter coating.
Serving Suggestions
Pile high in a big bowl for a movie night treat. Pack into little bags for party favors or gifts around the holidays. Crush and use as a topping for ice cream sundaes for a dessert with a twist.
Cultural and Holiday Traditions
Caramel corn is a nostalgic concession staple at state fairs and baseball games Marshmallow caramel corn modernizes the classic with extra gooeyness and is especially popular at Halloween and Christmas in my house. We often make it for our neighborhood trickortreaters and wrap up in festive bags.
Seasonal Adaptations
Mix in some roasted nuts or pretzels in the fall for a sweet-salty combination. Stir through colored candy pieces for Easter or birthday celebrations. Sprinkle with cinnamon or a pinch of cayenne for a cozy winter batch.
Recipe Notes
Watch the caramel as it cooks to prevent scorching which will affect the flavor. Work quickly when mixing the caramel sauce with the popcorn so it does not harden before evenly coated. Let the popcorn cool completely before breaking apart or packaging to keep the coating crisp.
Success Stories
One year I brought a huge bowl of this to my son’s end-of-school picnic and every parent asked for the recipe. It is now a signature snack at every class movie night. The easy steps mean my kids help out and feel part of the holiday traditions.
Freezer Meal Conversion
You can freeze marshmallow caramel corn successfully for up to two months. Spread on a parchment-lined baking sheet and freeze until solid then transfer to freezer bags. Defrost at room temperature for about an hour and it tastes just as fresh as the day you made it.

This marshmallow caramel corn is sure to disappear quickly at any event. Make a double batch and enjoy the smiles and sticky fingers.
Recipe Q&A
- → How do you keep caramel corn from sticking together?
Baking the coated popcorn and stirring it every 10 minutes prevents clumping and helps achieve an even, crunchy texture.
- → Can I use mini marshmallows instead of large ones?
Yes, mini marshmallows will melt just as well; use the same total weight for a smooth caramel sauce.
- → Why bake the popcorn after coating?
Baking sets the caramel-marshmallow coating, making each bite perfectly crunchy and ensuring long-lasting freshness.
- → How should I store the finished caramel corn?
Once cooled, store in an airtight container at room temperature to maintain texture and flavor for up to a week.
- → Can I add nuts or chocolate chips?
Absolutely! Add roasted nuts or toss in chocolate chips after baking and cooling for a personal touch.