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Start with approximately 10 cups of popcorn. Make sure you get out all of the un-popped kernels.  You don’t want to bite down on one of those!  We pop our popcorn on the stove (you can find our directions on How to Make Perfect Popcorn here) but you can use air-popped or microwave.  Once you have the popcorn made, salt it liberally.  It is so nice to taste the salty with the sweet marshmallow coating.  Not quite like Kettle Corn but close.

Stirring continuously, bring the butter and sugar mixture up to a boil. When it reaches a boil allow it to cook for 5 minutes without stirring.  Add the 2 tsp. of vanilla at the 4 minute mark.

After boiling for 5 minutes, add the 1/2 teaspoon of baking soda.  This will cause the caramel to change colors and foam up a bit.  This is the chemical reaction that you want. The bubbling effect of the baking soda will aerate the caramel and make it lighter and smoother and therefore easier to coat the popcorn.

Drizzle 3/4 of the caramel mixture over the popcorn.  Use a spoon to gently fold the popcorn with the mixture until the kernels are all covered.  Save 1/4 of the mixture to the side

Now you need to get your Harvest Blend M&Ms and Rolo’s to add to the Harvest Caramel Corn.  To get the candy to stick to the popcorn, drizzle the remaining caramel mixture over the caramel corn and immediately sprinkle the candy on the areas with the drizzled caramel mixture.


  • 10 Cups of Popped Popcorn
  • Salt
  • 1 Cup Butter (Sweet Cream Salted)
  • 1 Cup Light Brown Sugar
  • 2 tsp. Vanilla
  • 1/2 tsp. Baking Soda
  • Mini Rolos or Regular Rolos
  • Harvest Blend M&M Candy


  1. Make popcorn.
  2. Salt popcorn and set aside.
  3. ………………………………

for full instruction please see : www.twosisterscrafting.com

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