Marshmallow Caramel Corn

I am sad to report that this recipe should come with a warning label! Don’t be like me and think you are smarter than the “average” bear and only make half a recipe of this popcorn like I did. Yep! Stupid!
This is one of those recipes you make when you are home all alone and have no one to share it with. Curl up on the couch, pop in your favorite movie, and eat until you are doubled over with a stomach ache because it will be well worth it!
Within 30 minutes of this popcorn being made we had NONE left… NONE! That’s how good it is! From the mouth of my husband “this stuff makes Crunch and Munch look like &$%^!# in a box! Yep it’s that good!! Yummm-O! BTW Forgive my crummy pictures I was being lazy and didn’t get the camera out, but instead used my phone. Yup crummy pictures!

INGREDIENTS: (Full Recipe)

  • 2 bags microwave buttered popcorn, popped & unpopped kernels removed
  • 1/2 cup unsalted butter
  • 1 cup brown sugar
  • 2 tablespoons honey
  • 1 teaspoon vanilla
  • 12 large marshmallows


  1. If you haven’t done it already pop 2 bags of popcorn then lay the out as close to a single layer as possible on a two tin foil line jelly roll pan or something similar with a small lip around it. I recommend the foil for easy clean up.
  2. Lightly spray the pan with some cooking spray. This may not be necessary but I was afraid it might stick to the foil.
  3. Melt the butter in a medium saucepan over low heat.
  4. Add the brown sugar, honey, vanilla & marshmallows. Turn heat to medium and stir until the marshmallows are melted and the mixture is smooth. Or you can be impatient like I was and add everything at one time then let it melt together.
  5. Spoon over the popcorn until it’s covering the popcorn as much as possible the with a nice sized spoon toss or mix popcorn to coat.
  6. If you have any left store in an airtight container.

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