Chocolate-Covered Caramel Corn

Chocolate-Covered Caramel Corn

Looking for a crunchy snacks idea? Then check out this chocolate and caramel popcorn recipe.

Prep Time



Total Time




Makes about 18 cups snack

cups popped popcorn*
cups unblanched whole almonds, pecan halves or walnut halves
cup butter or margarine
cup packed brown sugar
cup light corn syrup
teaspoon salt*
teaspoon baking soda
cup semisweet chocolate chips, milk chocolate chips or white vanilla baking chips
  1. Heat oven to 200°F. Remove any unpopped kernels from popcorn. In very large roasting pan or very large bowl, place popcorn and nuts, or divide popcorn and nuts between 2 ungreased 13x9-inch pans.
  2. In 2-quart saucepan, melt butter over medium heat. Stir in brown sugar, corn syrup and salt. Heat to boiling, stirring occasionally. Continue cooking 5 minutes without stirring; remove from heat. Stir in baking soda until foamy.
  3. Pour sugar mixture over popcorn mixture; toss until evenly coated. If using bowl, transfer mixture to 2 ungreased 13x9-inch pans. Bake 1 hour, stirring every 15 minutes. Spread on foil or cooking parchment paper. Cool completely, about 30 minutes.
  4. In medium bowl, place 3 cups popcorn mixture. In 1-quart saucepan, melt chocolate chips over low heat, stirring constantly. Drizzle chocolate evenly over 3 cups popcorn mixture; toss gently to thoroughly coat popcorn. Spread in single layer on foil or cooking parchment paper. Cool about 2 hours or until chocolate is firm. Add chocolate-covered popcorn mixture to remaining popcorn mixture; toss gently to combine. Store tightly covered.
Makes Makes about 18 cups snack
Make the Most of This Recipe With Tips From The Betty Crocker® Kitchens
*Omit salt if using salted microwave popcorn or bags of popped popcorn containing salt.
New Twist
If you want two or three kinds of chocolate in your mixture, make separate batches of each type of chocolate-covered popcorn mixture, following the directions in Step 4. If you make two kinds of chocolate-covered popcorn mixture, you will have 12 cups of plain caramel corn left; if you choose three kinds of chocolate-covered popcorn, you’ll have 9 cups of plain caramel corn left.
You'll want to gobble up this popcorn just as soon as possible, so to get there even faster, look for bags of popped plain white popcorn in the snacks and chips aisle of your supermarket.

Nutrition Information:

1 Serving (1 Cup)
  • Calories 330
    • (Calories from Fat 200),
  • Total Fat 22g
    • (Saturated Fat 5g,
    • Trans Fat 0g),
  • Cholesterol 15mg;
  • Sodium 150mg;
  • Total Carbohydrate 27g
    • (Dietary Fiber 4g,
    • Sugars 17g),
  • Protein 6g;
Percent Daily Value*:
    • 1 Starch;
    • 0 Fruit;
    • 1 Other Carbohydrate;
    • 0 Skim Milk;
    • 0 Low-Fat Milk;
    • 0 Milk;
    • 0 Vegetable;
    • 0 Very Lean Meat;
    • 0 Lean Meat;
    • 1/2 High-Fat Meat;
    • 3 1/2 Fat;
    Carbohydrate Choices:
    • 2;
    *Percent Daily Values are based on a 2,000 calorie diet.