Cheesy Caramel Popcorn

Cheesy Caramel Popcorn


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Popcorn is the perfect treat to snack on whether you are watching a movie, hosting a family party or are trying to enjoy a sports game. This recipe is based off of Chicago's distinct combination of popcorn. You can mix caramel popcorn and cheddar cheese popcorn to create one deliciously addicting snack.

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Time needed

60 min preparation + 120 min cooking

Serving Size / Yield

6-8 servings


  • Caramel Popcorn:
  • 24 to 25 cups popped corn
  • 2 cups brown sugar
  • 1 cup light corn syrup
  • 1 cup salted butter
  • 3 teaspoons pure vanilla extract
  • 1/2 teaspoon baking soda
  • 1/2 teaspoon kosher salt
  • Cheddar Cheese Popcorn:
  • 12 cups popped corn
  • 1/2 teaspoon kosher salt
  • 1 cup cheddar cheese powder
  • 1 teaspoon mustard powder
  • 1 teaspoon chili powder
  • 1/2 cup butter

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Begin by making the batch of caramel popcorn. Prepare caramel by combining brown sugar, corn syrup and butter in a heavy-bottomed medium saucepan over medium-low heat. Stir until mixture has melted and reached a smooth consistency. Increase heat to medium and stir until caramel begins to boil. Stir periodically and let it boil for 5 minutes or when it reaches 235 degrees F. Immediately remove from heat. Stir in vanilla extract, baking soda and salt and stir down mixture until boiling begins to stop. Preheat oven to 250 degrees F and lightly butter a large roasting pan. Place popped popcorn on pan. Pour caramel over popcorn and evenly coat. Place in oven and bake for 1 hour and 30 minutes. Stir every 20 minutes. Remove from oven and cool.

To make the cheddar cheese popcorn, preheat oven to 250 degrees F. Combine cheddar cheese powder, mustard powder and chili powder in a small bowl and set aside. Melt butter in a small sauce pan. Pour butter over popcorn and evenly coat. Right after coating with butter, pour cheese mixture onto popcorn and evenly coat. Pour cheddar cheese popcorn mixture into a large roasting pan. Place in oven and bake for 30 minutes. Stir every 10 minutes. Remove from oven and cool.

Take out a large bowl and combine the caramel popcorn and cheddar cheese popcorn. Use a large wooden spoon to thoroughly mix the two together. Store in an airtight container.

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