• Preheat your oven to 315 degrees Fahrenheit.

• Pop your popcorn either in an air popper or in a traditional popcorn popper. Make 6-8 cups of popped popcorn then pour the popped popcorn in a large roasting pan and set aside.

• In a medium size saucepan mix the following ingredients (below) - except for the baking soda and vanilla extract over medium high heat, stirring constantly.

Ingredients for Carmel:

6Tbsp unsalted butter

3/4 cup packed brown sugar

3-4 Tbsp light corn syrup

1/4 tsp. Salt

1/8 tsp. Baking soda

1/8 tsp. Vanilla extract

• Let mixture boil for five minutes continuing to stir. Turn off heat and add the vanilla and baking soda stirring to combine.

• Pour the carmel mixture over the popcorn in the roasting pan and stir to coat evenly. Put the roasting pan with the carmel covered popcorn into the oven and bake for 10 minutes.

• Stir the carmel corn and bake an additional five minutes.

• After it is done baking scoop the carmel corn into a large bowl (or two) and stir occasionally to break up the chunks as it cools.

• Let the Carmel corn cool for about 10 minutes and then enjoy!