• 3 tablespoons vegetable oil
• ⅓ cup popcorn kernels
• ½ cup unsalted or salted butter
• 1 cup light brown sugar, packed
• ¼ cup light corn syrup
• ½ teaspoon salt
• ½ teaspoon vanilla extract
• ¼ teaspoon baking soda

MAKE THE POPCORN

1. Add oil and 3-4 popcorn kernels to a large, heavy-bottom pot.
2. Heat the oil until at least 1 of the kernels pop. (oil should be hot but not smoking or sputtering)
3. Remove from heat, and remove popped kernel.
4. Spread the remaining kernels in an even layer in the bottom of the pot.
5. Return pot to heat and cover.
6. Once kernels start to pop, carefully, and slightly vent the lid to allow steam to escape.
7. Shake the pot back and forth to encourage more popping.
8. Once the popping has slowed down to about 3-4 seconds between pops, remove from heat and uncover.
9. Place popcorn in a very large bowl, large pot or roasting pan (You'll need lots of space to coat the popcorn in caramel) Keep the popcorn warm if you can.

MAKE THE CARAMEL

1. In a large pot, over medium-low heat melt butter.
2. Stir in brown sugar, corn syrup, and salt.
3. Bring to a light boil and let boil for 2-4 minutes (may need longer), without stirring, until caramel has thickened. (4 minutes usually does it for me.)
4. Remove from heat and stir in vanilla extract and baking soda. (Mixture will foam up a little)
5. Immediately drizzle the hot caramel over the popcorn.
6. Using a rubber spatula, toss the popcorn to coat it evenly in the caramel.
7. Once coated, spread the popcorn on a baking sheet lined with parchment paper.
8. If you prefer chewy caramel corn, let it sit until the caramel has hardened.
9. If you prefer crunchy caramel corn, Preheat oven to 250 F. and bake for 30-40 minutes, tossing occasionally.
10. Remove from oven and allow to cool completely.
11. Once cooled, break the larger clumps into smaller pieces if desired.
12. Store in an airtight container.