The other night, as I scoured my pantry in search of a sweet fix, I stumbled upon a bright yellow bag of popcorn, and inspiration struck! That’s how I created this Gooey Marshmallow Caramel Corn, a sweet and salty treat that takes virtually no time to whip up. With its delightful crunch and velvety caramel coating, this mix is a game-changer for movie nights, parties, or simply those afternoons when you crave a little indulgence. The best part? It’s effortlessly customizable, so you can toss in your favorite extras like nuts or chocolate chips for an added surprise! Whether you’re evading fast food temptations or just looking for a fun snack to brighten your day, this recipe has you covered. Ready to indulge? Let’s dive into the make-at-home magic of Marshmallow Caramel Corn!

Why is Marshmallow Caramel Corn So Irresistible?
Sweet, gooey goodness: The combination of marshmallows and caramel creates an indulgent treat that will have you reaching for more.
Endless customization: Add your favorite mix-ins like nuts or chocolate chips to make this snack uniquely yours.
Quick and easy: The recipe comes together in just a few steps, perfect for when you’re short on time but craving something special.
Crowd-pleaser: Whether it’s movie night or a gathering with friends, this Marshmallow Caramel Corn is sure to impress all ages, just like our Cornbread Salad Southern.
Versatile snacking: Enjoy it as a sweet afternoon pick-me-up or a party staple, keeping your snacks fresh and fun!
Marshmallow Caramel Corn Ingredients
• Get ready to whip up something delicious!
For the Popcorn
- Popcorn – Use freshly popped popcorn for the best crunch and flavor.
For the Caramel Mixture
- Marshmallows – Regular marshmallows add that gooey sweetness; you can chop them for even melting.
- Caramel Sauce – Provides the sticky sweetness; feel free to use store-bought for convenience.
- Butter – Adds richness; omit for a vegan version.
For the Flavor Enhancement
- Sea Salt – Just a pinch balances the sweetness beautifully; adjust to your liking.
For the Mix-ins
- Chocolate Chips or Nuts – Optional, but toss these in while the caramel is warm for extra deliciousness! These additions can take your Marshmallow Caramel Corn to the next level, making it truly your own.
Step‑by‑Step Instructions for Marshmallow Caramel Corn
Step 1: Pop the Popcorn
Begin by popping 12 cups of fresh popcorn using either a stovetop or microwave method. Ensure the popcorn is light and fluffy, avoiding any burnt kernels. Once popped, transfer the popcorn to a large mixing bowl, allowing it to cool slightly and prepare for the delicious caramel coating.
Step 2: Prepare the Caramel Sauce
In a medium-sized saucepan, melt 1/2 cup of butter over low heat. Once melted, add 4 cups of marshmallows, stirring constantly until they are fully melted and have formed a smooth, gooey mixture. This process should take about 5 minutes; watch for a glossy, homogenous texture that is free of lumps.
Step 3: Combine
Remove the saucepan from heat and carefully drizzle the warm caramel mixture over the popcorn in the large bowl. Using a spatula, gently fold the popcorn into the caramel, ensuring every piece is evenly coated with that luscious goodness. Continue this until the popcorn is beautifully glistening, taking care not to crush the popcorn.
Step 4: Add Mix-ins
If you’re choosing to include extras like chocolate chips or nuts, now is the time! While the caramel-coated popcorn is still warm, sprinkle your desired mix-ins into the bowl. Quickly fold them in, allowing the heat of the caramel to help these goodies adhere perfectly to the popcorn, enhancing your Marshmallow Caramel Corn experience.
Step 5: Cool and Set
Spread the caramel-coated popcorn mixture evenly onto a parchment-lined baking sheet. This allows the popcorn to cool and set into delightful clusters. Let it sit at room temperature for about 30 minutes, or until it becomes firm to the touch and you can break it apart into bite-sized pieces.
Step 6: Serve & Enjoy
Once the Marshmallow Caramel Corn has cooled completely, break it into pieces and transfer it to colorful cups or a large serving bowl. You can also sprinkle a pinch of sea salt on top for that perfect sweet and salty balance. Now it’s ready to be enjoyed at your next gathering or as a cozy snack at home!

What to Serve with Gooey Marshmallow Caramel Corn
Creating a feast is all about pairing flavors that dance together like a symphony, don’t you agree?
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Chocolate-Covered Pretzels: The salty crunch of pretzels coated in chocolate enhances the sweet and gooey caramel popcorn, making each bite better than the last. This delightful mix of textures captures the essence of indulgence.
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Fresh Fruit Skewers: Vibrant fruit like strawberries and pineapple brings a refreshing contrast to the rich caramel, brightening up your snack table while infusing a burst of juiciness that perfectly complements the sweetness.
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Spiced Apple Cider: A warm cup of spiced apple cider adds cozy warmth to your movie night, harmonizing with the sweetness of the caramel corn while offering a fragrant, comforting aroma.
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Mini Cupcakes: Light and fluffy mini cupcakes provide a bite-sized cake option that pairs well with the luscious texture of the marshmallow caramel corn, turning your gathering into an irresistible dessert spread.
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Cheese Platter: A mix of sharp cheeses provides a savory counterbalance, enhancing the snack experience. Pair creamy brie and tangy cheddar with some crackers for a sophisticated touch.
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Peanut Butter Cookies: The rich, nutty flavor of peanut butter cookies creates a winning duet with the sweetness of your marshmallow caramel corn, making for a nostalgic treat reminiscent of childhood favorites.
Delight your senses as you savor these pairings with your gooey marshmallow caramel corn, transforming a simple snack into an extraordinary feast!
Marshmallow Caramel Corn Variations
Feel free to transform your Marshmallow Caramel Corn into a delightful masterpiece by exploring these fun variations!
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Dairy-Free: Swap regular marshmallows for vegan versions to create a delicious dairy-free treat that everyone can enjoy.
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Chocolate Delight: Add 1 cup of chocolate chips for a rich, sweet twist that will satisfy even the most serious chocolate cravings.
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Nutty Crunch: Toss in 1 cup of chopped pecans or almonds for a satisfying crunch and a delightful nutty flavor to your caramel corn.
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Spicy Kick: Mix in a sprinkle of cayenne pepper or chili powder to your caramel for an unexpected spicy edge that’ll tickle your taste buds.
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Seasonal Flavors: Consider adding pumpkin spice or cinnamon for a fall-inspired version of this treat that perfectly captures the essence of cozy autumn afternoons.
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Caramel Popcorn Base: If you’re feeling adventurous, start with caramel-flavored popcorn instead of plain; this adds a fun layer of flavor that pairs wonderfully with the marshmallow.
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Pretzel Surprise: For a sweet and salty experience, fold in broken pretzel pieces along with your mix-ins. The combination of textures is utterly addicting!
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Ultimate Sweetness: Drizzle white chocolate over the cooled popcorn for a whimsical, sweet topping that elevates this snack to a whole new level.
For more exciting ideas, check out our delightful Street Corn Chicken recipe, or explore the crunchy goodness of our Cornbread Salad Southern!
Make Ahead Options
These delightful Marshmallow Caramel Corn are perfect for busy home cooks who want to save time without sacrificing flavor! You can prepare the popcorn up to 3 days in advance and store it in an airtight container to keep it fresh. The caramel can also be made ahead and refrigerated for up to 1 week—just warm it slightly to return to a pourable consistency before mixing it with the popcorn. When you’re ready to serve, simply combine the prepped popcorn and warm caramel, folding in any mix-ins like nuts or chocolate chips. With these make-ahead options, you’ll enjoy a delicious treat that’s just as gooey and irresistible as if made fresh!
Expert Tips for Marshmallow Caramel Corn
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Pop with Care: Make sure to pop the popcorn in a good-quality pan or microwave to avoid burning. Proper popping is crucial for that delightful crunch in your Marshmallow Caramel Corn.
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Melt Wisely: Melt the marshmallows over low heat to prevent scorching; stirring continuously ensures a smooth caramel without lumps. Take your time for the best outcome!
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Mix While Warm: Add your mix-ins like chocolate chips or nuts while the caramel is still warm. This helps them bond beautifully to the popcorn and enhances flavor.
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Storage Savvy: To maintain the crunchiness of your Marshmallow Caramel Corn, store it in an airtight container at room temperature. If it softens, a quick bake at 250°F for 5-10 minutes will revive its texture.
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Salt Balance: Use sea salt sparingly. A small pinch can elevate the flavor, balancing the sweetness without overpowering your delicious treat.
How to Store and Freeze Marshmallow Caramel Corn
Room Temperature: Store your Marshmallow Caramel Corn in an airtight container at room temperature for up to 1 week to maintain its delightful crunch.
Fridge: If your caramel corn gets a bit soft, place it in the fridge for a short period to firm up; just be sure to keep it covered to prevent moisture.
Freezer: For longer storage, freeze your Marshmallow Caramel Corn in a freezer-safe bag for up to 3 months. Thaw at room temperature before enjoying again.
Reheating: If the popcorn softens after sitting, bake it at 250°F (120°C) for 5-10 minutes to regain that perfect crunch.

Marshmallow Caramel Corn Recipe FAQs
How do I choose the best popcorn for my Marshmallow Caramel Corn?
Absolutely! For the best Marshmallow Caramel Corn, opt for freshly popped popcorn, either made on the stovetop or in the microwave. Look for kernels that are light and fluffy without any burnt bits — this ensures a delightful crunch. You can also use air-popped popcorn for a lighter option, but avoid pre-packaged varieties coated in butter or salt, as they can affect the final taste.
How should I store my Marshmallow Caramel Corn?
To keep your Marshmallow Caramel Corn fresh and crunchy, store it in an airtight container at room temperature for up to 1 week. It’s essential to maintain an airtight seal to prevent moisture from making the popcorn soggy. If you notice the texture softening, you can place it in the fridge briefly or even re-bake it to restore that satisfying crunch at 250°F (120°C) for 5-10 minutes.
Can I freeze Marshmallow Caramel Corn, and how?
Yes, you can definitely freeze Marshmallow Caramel Corn! To do this, allow it to cool completely, then place it in a freezer-safe bag or container, ensuring as much air as possible is removed. It can be frozen for up to 3 months. When you’re ready to enjoy it again, thaw it at room temperature. If it has softened, a quick bake at 250°F for 5-10 minutes can revive its crunchiness.
What if my caramel corn becomes too sticky?
Very common! If your Marshmallow Caramel Corn turns out too sticky, this may be due to the caramel sauce not being fully melted or distributed. To troubleshoot, ensure that you’re melting the marshmallows thoroughly until smooth. If it still seems too sticky after cooking, place your finished product on a parchment-lined baking sheet and allow it to cool fully in a single layer. You can also add a pinch of sea salt to balance the sweetness and improve texture.
Are there any dietary considerations for this recipe?
Absolutely! Marshmallow Caramel Corn is vegetarian-friendly, and you can easily make it vegan by substituting regular marshmallows with vegan options and omitting the butter. If you’re sensitive to allergies, be cautious with mix-ins like nuts or chocolate chips, as they may contain allergens. Additionally, for those with dietary restrictions, consider using air-popped popcorn and natural sweeteners to lighten it up a bit while retaining the delightful taste.

Sweet and Salty Marshmallow Caramel Corn You’ll Crave
Ingredients
Equipment
Method
- Begin by popping 12 cups of fresh popcorn using either a stovetop or microwave method. Once popped, transfer the popcorn to a large mixing bowl.
- In a medium-sized saucepan, melt 1/2 cup of butter over low heat. Once melted, add 4 cups of marshmallows, stirring constantly until fully melted.
- Remove the saucepan from heat and carefully drizzle the caramel mixture over the popcorn. Gently fold the popcorn into the caramel.
- If including extras like chocolate chips or nuts, sprinkle them into the bowl while the caramel-coated popcorn is still warm.
- Spread the caramel-coated popcorn onto a parchment-lined baking sheet. Let it sit at room temperature for about 30 minutes to cool and set.
- Once cooled, break it into pieces and serve in colorful cups or a large bowl. Optionally sprinkle sea salt on top.







