Loaded Chocolate Caramel Popcorn

Popcorn with all the things is pretty much always a good idea.

chocolate caramel popcorn with marshmallows and pretzels

Gemma had plans to make this popcorn for Christmas Eve before Christmas holidays even came, but when little Jack arrived early it got pushed to the back burner as we significantly scaled back our offerings of food at family gatherings. Like, if we had to make it instead of just opening a package, it likely wasn’t happening. An overstock of meat and cheese and crackers were my friend, along with an amazing hubby with superior knife skills and a flair for platter arranging.

But I love decadent popcorn, and caramel popcorn was a holiday tradition growing up, so this recipe stayed on the radar, and by New Years Eve we had both the energy and the reason to make it. We rang in the new year in the afternoon with sweet friends who don’t judge those of us who like to go to bed before midnight, and we brought popcorn :)

chocolate caramel popcorn with marshmallows and pretzels

The caramel sauce is quick and easy with no need for a candy thermometer, and it hardens beautifully. We added the pretzels and marshmallows at the end, but next time I’d toss them in before the chocolate drizzle hits for more chocolately goodness, because chocolate-covered pretzels are one of my great weaknesses. This lasts wells in an airtight container for up to a week, making it great for hostess or teacher gifts…if you can stop munching it long enough to hide some away :)

chocolate caramel popcorn with marshmallows and pretzels

This kind of popcorn gets even me and my half-hour attention span in the mood for a movie night.

Happy belated new year, friends!

Rocky Road Caramel Corn
Total time
Decadent caramel chocolate popcorn with extra kid-friendly mix-ins!
Recipe type: Snack
  • 3 (approx 99 gram) bags butter flavour microwave popcorn
  • ½ cup butter
  • 1 cup dark brown sugar
  • ¼ cup corn syrup
  • ½ teaspoon salt
  • 1 teaspoon vanilla extract
  • ¼ teaspoon baking soda
  • 2 cups marshmallows
  • 2 cups pretzels
  • 6 oz dark or semi-sweet chocolate (or 1 cup chocolate chips)
  1. Preheat oven to 250 degrees Fahrenheit, with racks spaced enough to fit two large cookie sheets. Line two large cookie sheets with parchment paper and set aside.
  2. Prepare popcorn according to directions on package and put in your biggest bowl, or two smaller bowls if you don't have a really big mixing bowl :)
  3. For caramel, melt butter in a medium saucepan over medium heat. Stir in sugar, corn syrup and salt until dissolved. Bring to a boil, stirring regularly. Once it's boiling enough that stirring doesn't stop the boil, stop stirring and let boil for 5 minutes.
  4. After 5 minutes, remove from heat and quickly stir in vanilla and baking soda. Immediately pour hot caramel over the popcorn and toss evenly through the popcorn with two spoons. Spread the coated popcorn evenly on the prepared baking sheets.
  5. Bake at 250 degrees for 45 minutes, stirring every 15 minutes to ensure the caramel doesn't burn. Remove from oven and let cool completely on the cookie sheets.
  6. When cool, use your hands to toss in the pretzels and marshmallows (1 cup of each per cookie sheet).
  7. Melt chocolate in small glass bowl in the microwave for 1 minute. Stir well, microwaving in additional 15 second increments if needed, stirring after each 15 seconds until completely melted. Drizzle with abandon all over popcorn mixture :)
  8. Let chocolate set before breaking popcorn up and packaging or serving.

Inspired by the Jackson Pollock Popcorn in Butter Baked Goodsby Rosie Daykin.



  1. Joanneke says

    The popcorn looks amazing! I’ll have to try it :) I was hoping for some more pictures of Jack…with your Mom and Dad? I like checking up on our Pastor’s happenings while he’s on holdiays :)

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