12 cups popped popcorn (1/2 cup unpopped kernels) 1 cup brown sugar 1/4 cup white Karo syrup 1/2 cup butter 1/2 teaspoon salt (if you use microwave popcorn, then omit this salt) 1 1/2 tablespoons vanilla extract 1/2 teaspoon baking soda
Pop your popcorn kernels (or pop 2 microwave bags of popcorn) and place in a large bowl.
In a microwave proof bowl, place your brown sugar, Karo syrup, butter and salt. Make sure your bowl have room for the mixture to triple in size because it will bubble up.
Microwave for 45 seconds, then remove and stir. This just gets the butter melted and everything combined.
Microwave for 1 minute and 30 seconds, remove and stir. Microwave for an additional 1 minute and 30 seconds and stir again.
Add vanilla extract and baking powder and stir until it stops fizzing and bubbling.
Pour over popcorn and gently fold until well coated. Let cool in bowl or on parchments paper.