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1.
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Pop the popcorn according to the package instructions.
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For 10 cups of popped corn youll need about 1/3 cup of popcorn kernels (pop more if needed).
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Once its popped, place 5 cups of popcorn in one bowl and the other half in another bowl.
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Melt the first stick of butter in a medium-sized saucepan over low heat (or in the microwave) and pour the melted butter into a clean spray bottle.
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Set the pan asideyoull use it later.
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2.
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Take one bowl of the popcorn and spray it evenly with the melted butter while interchangeably sprinkling it with the cheddar flavoring.
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Toss the popcorn and repeat until the popcorn is evenly covered with the cheddar flavoring.
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You may or may not use all the flavoringit depends on your personal preference.
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Once you have covered the popcorn with the cheddar flavoring, set aside.
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Preheat oven to 250 F.
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3.
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Now to make the caramel popcorn.
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In a medium saucepan over medium high heat, melt the two sticks of butter.
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Once the butter has melted, add the brown sugar, corn syrup, and salt.
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Stir until the sugar has dissolved and the mixture begins to boil.
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Once it begins to boil stop stirring and allow it to boil untouched for 5 minutes.
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Make sure you continuously watch the sugar to make sure it doesnt burn.
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4.
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After 5 minutes of boiling, remove saucepan from heat and carefully stir in baking soda.
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It will begin to rise and boil vigorously.
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Stir in cream and vanilla extract and stir lightly.
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Pour the caramel over the second batch of popcorn and stir until the popcorn is well covered.
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5.
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Line a baking sheet with parchment paper and pour the caramel popcorn on top of the baking sheet.
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Spread it evenly across the parchment paper and place it in the preheated oven for an hour.
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Once finished baking, remove pan from oven and set aside to allow to cool.
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Once its finished cooling, break apart the popcorn and add it into the cheddar popcorn and toss.
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Place in an airtight container until ready to eat.
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Partially adapted from Spoonforbacon.com.