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Chicago Mix Popcorn

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  • 10 cups Hot Air Popcorn: 1/3 C. Popcorn Kernels
  • 1 stick Butter
  • 2 ounces, weight Cheddar Popcorn Flavoring
  • 2 sticks Unsalted Butter
  • 2 cups Brown Sugar, Packed
  • ½ cups Corn Syrup
  • 1 teaspoon Salt
  • ½ teaspoons Baking Soda
  • 1 Tablespoon Heavy Cream
  • 1 teaspoon Vanilla Extract


  1. Pop the popcorn according to the package instructions. For 10 cups of popped corn you’ll need about 1/3 cup of popcorn kernels (pop more if needed). Once it’s popped, place 5 cups of popcorn in one bowl and the other half in another bowl. Melt the first stick of butter in a medium-sized saucepan over low heat (or in the microwave) and pour the melted butter into a clean spray bottle.
  2. Take one bowl of the popcorn and spray it evenly with the melted butter while interchangeably sprinkling it with the cheddar flavoring. Toss the popcorn and repeat until the popcorn is evenly covered with the cheddar flavoring. You may or may not use all the flavoring—it depends on your personal preference. Once you have covered the popcorn with the cheddar flavoring, set aside.
  3. Preheat oven to 250 F.
  4. Now to make the caramel popcorn. In a medium saucepan over medium high heat, melt the two sticks of butter. Once the butter has melted, add the brown sugar, corn syrup, and salt. Stir until the sugar has dissolved and the mixture begins to boil. Once it begins to boil stop stirring and allow it to boil untouched for 5 minutes. Make sure you continuously watch the sugar to make sure it doesn’t burn.
  5. After 5 minutes of boiling, remove saucepan from heat and carefully stir in baking soda. It will begin to rise and boil vigorously. Stir in cream and vanilla extract and stir lightly. Pour the caramel over the second batch of popcorn and stir until the popcorn is well covered.
  6. Line a baking sheet with parchment paper and pour the caramel popcorn on top of the baking sheet. Spread it evenly across the parchment paper and place it in the preheated oven for an hour. Once finished baking, remove pan from oven and set aside to allow to cool. Once it’s finished cooling, break apart the popcorn and add it into the cheddar popcorn and toss. Place in an airtight container until ready to eat.