Trick-Or-Treat Caramel Corn
25 min
1 hr 40 min


16 cups plain popped popcorn

5 cups miniature pretzels

2 cups firmly packed brown sugar

1 cup Land O Lakes® Butter

1/2 cup dark corn syrup

1/2 teaspoon salt

1/2 teaspoon baking soda

1 cup salted peanuts

1 cup candy-coated milk chocolate pieces

1 cup candy corn

How to make

  1. STEP 1

    Heat oven to 200°F.

  2. STEP 2

    Combine popcorn and pretzels in large roasting pan; set aside.

  3. STEP 3

    Combine brown sugar, butter, corn syrup, and salt in 2-quart saucepan. Cook over medium heat, stirring occasionally, 18-20 minutes or until mixture comes to a full boil. Continue cooking, stirring occasionally, 3-5 minutes or until small amount of mixture dropped into ice water forms a soft ball or candy thermometer reaches 240°F. Remove from heat; stir in baking soda.

  4. STEP 4

    Pour mixture over popcorn and pretzels; sprinkle with peanuts. Stir until all popcorn is coated.

  5. STEP 5

    Bake 20 minutes; stir. Continue baking 20 minutes. Stir in chocolate pieces and candy corn. Continue baking 5 minutes. Immediately spread onto waxed paper to cool. Store in tightly covered container.


13Fat (mg)
20Cholesterol (mg)
370Sodium (mg)
49Carbohydrates (g)
1Dietary Fiber
3Protein (g)


Explore reviews from
our online community

  September 24, 2016

I am not sure if there is a typo in the recipe, or if it is meant to have that much salt. I cut the salt in half from what it requires (1/2 cup of salt to 1/4 cup) and the salt was still way too much for our taste. The recipe otherwise is really nice. I will make it again, but will definitely cut the salt down drasticaly or remove all together.

— says Kelly
Test Kitchen Comment September 27, 2016

Hi Kelly! You are correct - we had a typo in the recipe. There should be a 1/2 teaspoon of salt in the recipe, and we have updated it to reflect that. Thanks for the catch!

— says Mallory
  October 22, 2013

I've been making this recipe every year for Halloween as a family tradition and my kids love it! It has also been a hit at Halloween Parties with adults :)

— says Tyra
  October 28, 2012

I have made this recipe many times over the last 4 years. I make this version for Halloween and have yet to find anyone who does not eat it with relish! For Christmas I use deluxe mixed nuts and eliminate all candy, peanuts, and pretzels, and it makes wonderful Christmas gifts.

— says Loretta F.
  October 26, 2012

Do you thibk for a gluten free version, maybe adding Chex instead of pretzels? I might just have to try that :)

— says carole
  October 26, 2011

I got this recipe a few years ago and have made it several times evary year. My kids love it and so does everyone that has tried it. This will be a tradition in my home for many years to come!

— says Tammy
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