Chocolate Covered Popcorn (Boy Scouts Copycat) Caramel Corn



  • 3quarts lightly salted popped popcorn
  • 1cup light brown sugar, firmly packed
  • 12cup sweet unsalted butter (USE REAL BUTTER)
  • 14cup light corn syrup
  • 12cup peanuts (optional)
  • 12teaspoon baking soda
  • 1lb dipping milk chocolate (Ghirardelli’s)
  1. Preheat oven to 200 degrees.
  2. Place the popped corn in the largest baking pan you have (might have to do it in 2 batches if you only have a 9×13). You need to be able to stir the popcorn!
  3. Melt butter in a very large saucepan (see step 6).
  4. Add brown sugar and corn syrup. Stirring CONSTANTLY, bring to a boil and boil 5 minute.
  5. Add peanuts (if desired).
  6. Add soda (will foam up, so be ready).
  7. Pour caramel over popcorn and mix well.
  8. Bake popcorn one hour, stirring every 10-15 minute.
  9. Remove from oven and cool completely. You’ll have to stir it every once in a while so it doesn’t stick together.
  10. Spray a cookie sheet with oil or cover with parchment paper.
  11. Melt half of chocolate per package directions (you can melt more when you need it).
  12. Dip popcorn pieces in chocolate and place chocolate-covered popcorn pieces individually on the cookie sheet so they can set up.
  13. Popcorn can be stored at room temp or in the refrigerator. Just keep cool so it doesn’t melt.

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