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Caramel and Almond Popcorn

Microwave popcorn does not work as well as traditional popcorn in this recipe, as it tends to crumble slightly when mixed with the caramel.

  • Yield: Makes 1 1/2 gallons
Caramel and Almond Popcorn

Source: Martha Stewart Kids, Spring


  • 3 cups whole shelled almonds (about 1 pound)
  • 1/2 cup (1 stick) unsalted butter, cut into pieces, plus more for pans and spoon
  • 1/2 cup light corn syrup
  • 2 1/2 cups light-brown sugar, packed
  • 1 teaspoon pure vanilla extract
  • 1 fourteen-ounce can sweetened condensed milk
  • 1 teaspoon salt
  • 1 1/4 gallons popped popcorn (1 cup raw kernels)


  1. Preheat oven to 350 degrees. Spread almonds in a single layer on a rimmed baking sheet, and toast until lightly golden and fragrant, about 10 minutes. Remove from oven; let cool completely. Generously butter two roasting pans, and set aside.

  2. Combine butter, corn syrup, and brown sugar in a medium heavy-bottomed saucepan, and place over medium heat. Bring mixture to a boil, stirring constantly; stop stirring, and cook 3 minutes more. Add vanilla extract and reserved toasted almonds; continue cooking 1 minute more. Remove from heat, and stir in condensed milk and salt.

  3. Place popcorn in a large bowl, and drizzle caramel mixture all over the top. Using a large well-buttered metal spoon, immediately toss to distribute evenly and combine. Divide between prepared pans.

  4. Bake 7 minutes. Remove from oven, and stir mixture to allow it to cook evenly. Return to oven; bake 7 to 8 minutes more. Transfer to a wire rack to cool completely. Break apart clusters; serve.


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