
This sweet and crunchy marshmallow caramel corn comes together in minutes and always disappears fast at parties or movie nights. The gooey caramel coating hugs every kernel, and the marshmallow gives it a plush chewiness that makes every bite irresistible.
I threw this together once for a family game night and now my crew asks for it every time we load up a movie. The combination of caramel and marshmallow is the ultimate comfort food experience.
Ingredients
- Popped popcorn: The star of the show gives that classic popcorn crunch always pick fresh popped for best results
- Unsalted butter: Adds creaminess and helps everything meld together look for a butter with a rich yellow tint for flavor
- Packed brown sugar: Deepens the caramel taste make sure it is soft and moist to avoid lumps
- Light corn syrup: Keeps the caramel smooth and gooey a clear color signals freshness
- Large marshmallows: Make the coating extra sticky and plush opt for the freshest bag possible for best meltability
- Vanilla extract: Brings a warm depth round off the sweetness with pure extract over imitation for fuller flavor
Step-by-Step Instructions
- Pop the Corn:
- Begin by popping your popcorn using your favorite method air popper stovetop or microwave all work well Once popped pick out any unpopped kernels to prevent unexpected crunch
- Make the Caramel Marshmallow Mixture:
- Place a large saucepan over medium heat and melt the butter fully Once melted stir in the brown sugar and corn syrup mix until everything is well blended and the sugar dissolves Take your time here for a smooth texture
- Melt the Marshmallows:
- Switch the heat to medium low then add the marshmallows to the pan Keep stirring steadily as the marshmallows soften and melt fully ensuring a seamless glossy mixture
- Add the Vanilla:
- Remove the pan from the heat and quickly stir in the vanilla extract this keeps the flavor robust without any bitterness that can come from overcooking
- Combine and Coat:
- Carefully pour the hot caramel marshmallow mix over your bowl of popcorn Using a spatula or wooden spoon gently turn the popcorn until every piece is coated evenly work quickly as the mixture sets fast
- Cool and Set:
- Spread the coated popcorn onto a large foil lined baking sheet sprayed lightly with nonstick spray Let it cool for around ten to fifteen minutes which helps it set without becoming hard
- Serve and Enjoy:
- Once cool break the popcorn into easy to grab clusters Serve fresh or store leftovers as desired

My favorite part is watching huge marshmallow clouds melt into the caramel watching the kids sneak sticky clumps from the bowl makes it even sweeter. The kitchen smells like a candy shop and it instantly feels like a celebration.
Storing Your Marshmallow Caramel Corn
To keep things crisp store any leftover caramel corn in a well sealed container at room temperature for up to three days. Avoid storing in the fridge as it can turn sticky and lose its crunch. If you want to prepare ahead for a get together I recommend making it the day of for maximum freshness.
Ingredient Swaps and Add-In Ideas
If you are out of brown sugar try coconut sugar for a toasty note or mix half white sugar half brown for balance. You can swap light corn syrup for agave or honey in a pinch though the texture may be slightly different. For extra fun throw in a handful of peanuts or pretzels or finish with a drizzle of dark chocolate before it sets.

Serving Suggestions
This popcorn shines on its own but I love to serve it in paper cones or small bags for parties it keeps things tidy and festive. For holidays toss in seasonal sprinkles or a shake of cinnamon to match the occasion. It also makes a great hostess gift tied up in clear cellophane with a ribbon.
A Quick History of Caramel Popcorn
Caramel corn has its roots as an American fair and circus treat It gained fame thanks to Cracker Jack in the late 1800s but this recipe with marshmallows puts a modern playful twist on the classic. The marshmallow makes it softer and gooier than traditional caramel corn making it a favorite snack upgrade.
Frequently Asked Questions About the Recipe
- → Can I use microwave popcorn instead of air-popped?
Yes, microwave popcorn works well. Be sure to choose a plain or lightly salted variety to avoid excess oil or seasoning, and remove unpopped kernels before mixing.
- → How do I keep the coated popcorn from sticking together?
Spread coated popcorn on a foil-lined baking sheet and let it cool for 10–15 minutes. Breaking it into clusters once set prevents excessive sticking.
- → Can I add other ingredients for more flavor?
Absolutely! Stir in add-ins like toasted nuts, mini pretzels, or drizzle with melted chocolate before the popcorn cools for extra flavor and crunch.
- → How long does marshmallow caramel corn stay fresh?
Store in an airtight container at room temperature for up to three days. This helps preserve the freshness and chewy texture.
- → What is the best way to melt the marshmallows?
Gently melt marshmallows over medium-low heat, stirring constantly with the butter, brown sugar, and corn syrup until smooth and fully incorporated.
- → Is this snack suitable for making ahead?
Yes, you can prepare the caramel corn ahead of time and store it properly to serve at parties or gatherings.