I'll fess up - these really are like Cracker Jacks. Maybe I just needed a little taste of Americana before our departure tomorrow.  Next stop - Bali!

This recipe was born from a serious jonze for caramel. Ever since I discovered how easy it is to do Homemade Caramel Sauce, we have been making it at least once a month. (And yes with this new habit, our waistlines have expanded.) Recently, we were in Sea Ranch with Rach and Justin when the craving for caramel kicked in. We were in a borrowed kitchen, with no Internet, no recipes, and no white sugar. Hmmmm.... we did have my memory (not always so good), brown sugar, butter, and cream so I got to work. We ended up with a rich and decadent brown sugar caramel that we drizzled over whiskey gelato. Gotta love being isolated from technology, while still being able to buy artisinal whiskey gelato at the local store!

We used the leftover sauce to make caramel corn for the kids and it was a huge success. Once I got home, I read up on caramel corn and found that brown sugar is a pretty standard ingredient. Who knew?


  • 1 cup popcorn kernels (approximately 5 quarts popped corn)
  • 1 tablespoon canola oil
  • 1 cup brown sugar
  • 1/4 cup water
  • 1 stick unsalted butter
  • 1/2 cup heavy cream
  • 2 teaspoons vanilla extract
  • generous pinch of fleur de sel
  • 1 1/2 cups roasted salted peanuts

First pop your popcorn using whatever technique suits you. The kids always love using this old-fashioned popper.  I use a little canola oil in the popper along with a cup of corn. Here's Lilah at work...

When popcorn is done. Set aside.

Kids had to munch a bit on the plain popcorn.

Get ready to make the caramel sauce. Here's Otie prepping the butter...


Place brown sugar in a small heavy sauce pan. Pour water evenly over the top. Turn stove top to medium-high heat. Hold sauce pan by the handle and swirl occasionally until sugar has dissolved. (Avoid letting sugar burn until completely dissolved.) Cover pan, turn heat to high, and boil for 2 minutes. Remove lid and continue to boil until syrup turns brown around the edges of the pan. Again grab the handle and swirl syrup occasionally until it thickens and begins to smoke. The sauce should reach about 275 to 300 degrees before you remove it from the heat.

Remove pan from heat. Add butter. Gently whisk, until all butter is mixed in.

Stir in cream.

If sauce become lumpy, set pan over low heat and stir until smooth then turn off heat again.

Stir in vanilla and salt and your caramel is done.

Preheat oven to 250 degrees.

The caramel corn should be baked in two batches: First, line a large cookie sheet with parchment. Next, spread about 1/2 of the popcorn on the parchment.  Then drizzle about 1/2 of the caramel over the top of the popcorn. Add 3/4 cup peanuts. Toss until ingredient are integrated.

Place cookie sheet in the oven. Stir every 20 minutes or so. Note: don't use your fingers to toss corn. Hot caramel sticks to your fingers and really burns!

The caramel corn should be done in 45 minutes to an hour. Remove cookie sheet from oven, let the caramel corn cool. Make your second batch. Eat. Enjoy!

FOOD 52 Editor's Pick


  1. Ah, caramel. I have been eating and making way too much of it recently. I love the idea of this - looks really yummy.

  2. This looks deliciously simple! Have fun in BALI!

  3. Oh, don't tempt me with things like this. The salt caramel combination is one of those I simply can't get enough of. The only thing that could make this better would be a drizzle of dark chocolate ;)

    Have fun on vacation!

  4. Thanks guys!
    Lo, I think you are right about the dark chocolate!
    Now I really must get back to packing up:)

  5. This looks so amazing. I loved the photos. I've been wanting to attempt to make this for a bit but always get so scared to attempt popcorn. Lol. Strange, isn't it? I'm bookmarking this anyway.

    1. As long as you keep moving the pot Sarah, you won't burn it. Good Luck!!

  6. Your caramel corn looks amazing - one of my favorite foods! Sounds like you are embarking on an amazing journey - have a great time. Look forward to your posts!

  7. salted caramel is one of the best things one can indulge in, put it on a freshly made popcorn...mmmm... just yum!!!!

    have a safe trip!
    can't wait for your first post from
    Bali... so envious!!!

  8. I'll second Monika and say that I have a strong addicted to salted caramel. I never knew you could make caramel with brown sugar--that's awesome to know if I'm ever in a bind.

    This popcorn looks heavenly. I'm thinking a bunch of this in a cute box or bag would make a pretty awesome gift!

  9. WOW, what a beautiful blog... your photos are gorgeous. the salty sweet popcorn caught my eye on tastespotting. reminded me i have a fab recipe for caramel corn myself. i'll have to break it out and add some fleur de sel... thanks for sharing, Chef Louise

  10. That caramel corn looks awesome!

    And enjoy Bali, I had an amazing time when I was there, such a beautiful and lush place.

  11. My weakness for salted caramel is going to have a new playmate!

    Looking forward to watching your journey unfold...

  12. Love this caramel corn idea! Sounds awesome!

  13. Just discovered your blog and am drooling over this recipe! I've mentioned it in my latest blog post: Enjoy your travels and thanks for sharing!

  14. I would like to substitute the brown sugar for the coconut (palm) sugar so that the carmel corn would be lower glycemic.

    What do you think? I would think why not? So looking to get sugar and corn syrup out of the carmel corn recipie I have. nancy

    1. Hi Nancy,

      I'm a huge fan of coconut sugar! I think you could go ahead and try it, but just know that coconut sugar burns more quickly than brown. I've had a tricky time making caramel with it. But if you have luck, I'd love to know.

      I'm with you, caramel without corn syrup makes me so happy.



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