Sweet Marshmallow Caramel Popcorn

Featured in Sweet Treats and Baked Goods.

Enjoy the perfect blend of crunchy popcorn and chewy caramel goodness with this marshmallow caramel popcorn. Start by popping your favorite microwave popcorn and removing unpopped kernels. In a saucepan, melt butter, brown sugar, and light corn syrup to create a caramel base. Stir in marshmallows and vanilla extract until smooth and gooey. Pour the warm mixture over the popcorn, mixing to coat every kernel evenly. Let it set for ultimate sweetness, and enjoy as a dessert or a snack during movie nights.

Fatiha
Updated on Wed, 02 Jul 2025 17:29:13 GMT
A bowl of popcorn with marshmallows on top. Pin it
A bowl of popcorn with marshmallows on top. | zestplate.com

This marshmallow caramel popcorn transforms ordinary movie night into something magical. The gooey marshmallow caramel sauce coats each kernel with just the right balance of sweetness and buttery richness, creating a treat that disappears faster than you can press play.

I first made this recipe when my nieces and nephews were visiting during a rainy weekend. What started as a quick solution to entertain bored kids has become our official family gathering tradition. Now everyone expects "Aunt's special popcorn" whenever we get together.

Ingredients

  • Microwave popcorn: One 3.2 oz bag provides the perfect base with its light crunch and subtle saltiness
  • Butter: Half cup provides richness and helps create that velvety caramel texture
  • Brown sugar: One cup adds deep caramel flavor; look for dark brown sugar for even more molasses notes
  • Light corn syrup: One tablespoon prevents crystallization and ensures a smooth caramel
  • Marshmallows: Either 20 large or 3 cups mini; both work perfectly; choose mini for faster melting
  • Vanilla extract: One teaspoon rounds out the sweetness with warm aromatic notes

How To Make Marshmallow Caramel Popcorn

Prepare the popcorn:
Pop the microwave popcorn according to package directions. Transfer to a large mixing bowl being extremely careful to remove any unpopped kernels which can be tooth breakers. Make sure your bowl is larger than you think you need as mixing will require extra space.
Create the caramel base:
In a medium saucepan over medium heat combine the butter, brown sugar, and corn syrup. Stir continuously with a wooden spoon or heat resistant spatula until the mixture is completely melted and well combined, about 3 minutes. The mixture should be smooth and starting to bubble gently around the edges.
Add marshmallows:
Add the marshmallows and vanilla extract to the caramel mixture. Continue stirring constantly to prevent any burning or sticking. Watch as the marshmallows slowly melt into the caramel creating a thick glossy sauce. This should take about 2 minutes for mini marshmallows or 3 minutes for large ones.
Coat the popcorn:
Remove the saucepan from heat immediately once everything is melted. Pour the hot marshmallow caramel mixture over the prepared popcorn. Using a rubber spatula fold gently but quickly to coat all the popcorn evenly before the mixture starts to set. Every kernel should be glossy with caramel coating.
Set and serve:
Transfer the coated popcorn to a baking sheet lined with parchment paper spreading it out in an even layer. Let it cool for about 5 minutes until it is no longer too hot to touch but still slightly warm and pliable. Break into clusters and serve.
A bowl of popcorn with marshmallows on top. Pin it
A bowl of popcorn with marshmallows on top. | zestplate.com

Brown sugar is truly the secret weapon in this recipe. I discovered this by accident when I ran out of white sugar one day and made the substitution. The molasses content gives the caramel a depth that perfectly complements the marshmallow sweetness creating what my youngest nephew calls cloud candy popcorn.

Flavor Variations

This marshmallow caramel popcorn serves as an excellent base for countless variations. Try adding a half cup of chopped peanuts or pecans for a delightful crunch. Chocolate lovers can drizzle melted chocolate over the finished popcorn or mix in some chocolate chips while the caramel is still warm creating pockets of melty goodness. During holidays add seasonal sprinkles or a pinch of cinnamon for a festive touch.

Troubleshooting Tips

If your popcorn becomes soggy rather than pleasantly chewy you likely need to work faster when coating the kernels. The marshmallow mixture begins setting quickly so have everything ready before you start melting ingredients. For extra insurance against sogginess you can spread the freshly popped corn on a baking sheet and warm in a 200°F oven for 5 minutes before coating. This removes excess moisture without toasting the popcorn.

A bowl of popcorn with marshmallows. Pin it
A bowl of popcorn with marshmallows. | zestplate.com

Storage Solutions

Store any leftover marshmallow caramel popcorn in an airtight container at room temperature. Place parchment paper between layers to prevent sticking. The popcorn will stay fresh and chewy for up to three days though in my experience it rarely lasts that long. Avoid refrigerating as this can make the texture too hard. If you live in a particularly humid climate consider adding a food grade desiccant packet to the storage container to maintain optimal chewiness.

Frequently Asked Questions

→ Can I use homemade popcorn instead of microwave popcorn?

Yes, you can use freshly popped homemade popcorn. Just ensure all unpopped kernels are removed before starting.

→ How can I store leftover caramel popcorn?

Store the caramel popcorn in an airtight container at room temperature for up to 3 days to maintain its freshness.

→ Can I add nuts or other toppings to this popcorn?

Absolutely! You can mix in nuts, chocolate chips, or dried fruit for added texture and flavor.

→ What can I use instead of light corn syrup?

If you don't have light corn syrup, try using honey or maple syrup as an alternative in this recipe.

→ How long does it take for the caramel to set?

The caramel coating typically sets at room temperature within 15–20 minutes. You can speed up the process by placing it in the fridge for a few minutes.

Marshmallow Caramel Popcorn Treat

Quick and easy marshmallow caramel popcorn with a rich, buttery flavor and irresistible sweetness.

Prep Time
15 Minutes
Cook Time
~
Total Time
15 Minutes
By: Fatiha

Category: Desserts

Difficulty: Easy

Cuisine: American

Yield: 4 Servings

Dietary: Vegetarian, Gluten-Free

Ingredients

01 1 (3.2 oz) bag microwave popcorn, popped and kernels removed
02 1/2 cup (1 stick) butter
03 1 cup brown sugar
04 1 tablespoon light corn syrup
05 20 large marshmallows or 3 cups mini marshmallows
06 1 teaspoon vanilla extract

Instructions

Step 01

Place the popped popcorn in a mixing bowl, ensuring any unpopped kernels are removed. Set aside.

Step 02

In a saucepan over medium heat, combine the butter, brown sugar, and light corn syrup. Stir constantly until the mixture is melted and combined.

Step 03

Add the marshmallows and vanilla extract into the saucepan. Stir continuously until the marshmallows have melted and the mixture is smooth.

Step 04

Remove the saucepan from the heat and pour the caramel mixture over the prepared popcorn. Mix thoroughly to coat each piece evenly.

Step 05

Transfer the coated popcorn to a baking sheet and allow it to set before serving.

Tools You'll Need

  • Saucepan
  • Mixing bowls
  • Rubber spatula

Allergy Information

Please check ingredients for potential allergens and consult a health professional if in doubt.
  • Dairy
  • Corn

Nutrition Facts (Per Serving)

It is important to consider this information as approximate and not to use it as definitive health advice.
  • Calories: 250
  • Total Fat: 10 g
  • Total Carbohydrate: 35 g
  • Protein: 2 g