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["Preheat oven to 250 F. Lightly spray or grease two large rimmed cookie sheets.", "Put the popped popcorn (make sure you remove any un-popped kernels) into a very large bowl.", "Put the butter, brown sugar and corn syrup in a 2-quart saucepan. Over medium heat, stir the mixture until it's melted and combined. Once it begins to boil, let it sit there and continue to boil for about 5 minutes. Don't stir it during those 5 minutes. Just watch it bubble and admire the beautiful gold color.", "Take the mixture off the heat and immediately stir in the baking soda and vanilla. The coolest thing will happen. The mixture foams, turns color and changes consistency!", "Immediately after that pour the ""caramel"" over the popcorn and mix it up with a wooden spoon. That's why you need a very large bowl. Try your best to coat all of the popcorn with the caramel. You have to do this quickly, and carefully because the caramel is sticky and hot.", "Pour the mixture out onto the cookie sheets. I like to use two sheets because in a bit you will have to stir up the popcorn again, and that's hard to do when your cookie sheet is overloaded.", "Bake for 20 minutes. Take the pans out of the oven and stir them up again. This is a chance to really get the caramel evenly distributed. Put them back in the oven and bake for 20 minutes longer. Remove pans from oven and set on a cooling rack. When you take them out you can mix it again if you want.", "Let the caramel corn cool and then break it up into desired size pieces.", "Recipe adapted from joythebaker.com."]
