Irresistible Halloween Caramel Popcorn

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Looking for an easy Halloween party treat? Or maybe you just want to pig out for movie night? Then this Halloween Caramel Popcorn will definitely do the trick. Loaded with sweet gooey caramel, salty peanuts, and colorful peanut butter Reese’s Pieces, this stuff will practically eat itself.

Pair it with a fizzy Root Beer Cocktail for the ultimate movie night experience!

Halloween caramel popcorn

One of my fondest memories as a kid was sitting in my grandmother’s kitchen in New Mexico and watching her cook up tasty recipes to spoil all of us grandkids around the holidays. I especially remember the time she made “Poppycock” for us. They were large popcorn balls held together with sticky chewy caramel and littered with various salty nuts. They stuck to my teeth (and braces) and fingers, but boy were they delicious! We couldn’t stop eating them.

After all these years I finally got my hands on her recipe and have been making this caramel popcorn recipe for my own little monsters ever since.

The fun thing about this recipe is how easy it is to customize to your own tastes or the season. Chocolate chips, pretzels, cashews, bacon (oh yes!), raisins…you name it, it will be delicious. This Halloween caramel popcorn is perfect for the spooky fall season. Put it out for a kid’s Halloween party and watch it disappear, or indulge with your sweetheart while watching a fun scary movie.

Halloween caramel popcorn

The key to this particular recipe is the ratio of caramel to popcorn. Too much caramel and it’s just a gooey mess, too little caramel and it’s a bit dry and crunchy. While crunchy caramel popcorn certainly has its place, this isn’t it.

Ingredients needed for Halloween Caramel Popcorn:

  • Popcorn Kernels. Any brand of kernels will do. I like Jolly Time Organic Popcorn.
  • Salted Butter. The higher the quality the better.
  • Brown Sugar. I use dark brown sugar for a stronger flavor, but light brown sugar will work too.
  • Light Corn Syrup
  • Vanilla
  • Baking Soda
  • Peanuts. I use the salted variety.
  • Reese’s Pieces Candy

Do I need any special tools to make Halloween Caramel Popcorn?

Yes, there are some necessary tools:

And then there are some suggested tools:

  • Popcorn Popper. You could also do it the old-fashioned way and pop it on the stove. You can find a good recipe here.
  • Heavy-duty spatula. Any large spoon will work, but I find that a nice thick stiff spatula works well with the sticky caramel to help spread it around.
  • Parchment Paper. It’s not necessary, but sure does make cleanup a whole lot easier.

Can I use microwave popcorn?

You can, but make sure it is a variety with as little butter and salt added to it as possible. You may also want to substitute the salted butter for unsalted, so you don’t end up with salt overload.

For me and my kids, half the fun is getting out the ol’ trusty Proctor Silex “Popcorn Pumper”. A solid piece of equipment made in the USA that still gets the job done after all these years. You get that wonderful fresh popped corn aroma throughout the house and the kids like to catch the stray pieces that go flying out into the kitchen.

Why do you add baking soda to the caramel?

Seems like a strange addition, I know. But the quick science behind it is that the baking soda reacts with the sugar and corn syrup to create tiny air bubbles which create a softer texture in the caramel. You’ll notice the caramel sauce turns a lighter color once you add this in. This results in that chewy, soft, stick-to-your-teeth texture we are after.

How to make Halloween caramel popcorn:

  1. Start by measuring out your popcorn kernels and add them to your popcorn popper. Pop them directly into a large bowl and set aside.
  2. Next, gather your remaining ingredients and have them ready to add as the caramel sauce will cook fairly quickly.
  3. In a large saucepan melt the butter.
  4. Add the brown sugar and corn syrup and cook for 4-5 minutes stirring occasionally.
    • Note: I suggest setting a timer for 5 minutes as soon as you add your sugar and syrup to prevent overcooking the caramel. The longer it cooks the harder it will be, and we are after soft chewy caramel.
  5. Remove from heat and add the vanilla and baking soda. Stir to combine completely.
  6. Add in the peanuts and stir.
  7. Pour over the popped corn and use a sturdy spatula or spoon to mix it all together.
  8. Pour out onto a parchment-lined cookie sheet and spread it evenly.
  9. Sprinkle the Reese’s Pieces on top and let cool completely. Then break apart and enjoy.
Halloween caramel popcorn

Why don’t you bake the caramel popcorn?

Some people choose to do this in their recipe, but it will make it crunchier…and that’s not what we’re after. We want the chewy gooey sticky caramel. This is also the best method if you are wanting to make popcorn balls.

How to store the caramel popcorn:

Store in an airtight container at room temperature. This should easily stay fresh for several days…but I can’t confirm that 100% as mine is usually devoured within the first 24 hours.

Halloween caramel popcorn

What are your favorite ingredients to add to caramel popcorn? Let me know in the comments below! If you enjoyed this recipe you might also like these fudgy Brownies…you’ll think you’ve died and gone to heaven!

halloween caramel popcorn

Irresistible Halloween Caramel Popcorn

Get ready for a frightfully delicious Halloween with this irresistible caramel popcorn. Loaded with soft caramel, salty peanuts, and peanut butter Reese's Pieces candy.
Print Recipe
Prep Time:10 minutes
Cook Time:5 minutes
Total Time:15 minutes


  • 1/2 cup Popcorn Kernels
  • 1 cup Salted Butter
  • 2 cups Dark Brown Sugar
  • 1/2 cup Light Corn Syrup
  • 1/2 tsp Vanilla
  • 1/2 tsp Baking Soda
  • 1 cup Salted Peanuts Or any nuts you prefer
  • 1 box Reese's Pieces Candy – 4 oz.


  • Pop the popcorn kernels into a large bowl. Set aside.
  • In a large saucepan melt the butter, then add the sugar and syrup. Cook for 4-5 minutes stirring occasionally.
  • Remove from heat and add the vanilla and baking soda. Stir to combine.
  • Add the peanuts and stir to combine.
  • Pour the caramel mixture over the popcorn in the large bowl and quickly mix to coat evenly.
  • Spread out on a parchment-line baking sheet and sprinkle the Reese's Pieces candy on top.
  • Once cool, break apart and enjoy.


Store in an airtight container at room temperature. This should easily stay fresh for several days.
Course: Dessert
Cuisine: American
Keyword: halloween caramel popcorn, poppycock, reese’s pieces caramel popcorn
Servings: 10

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