Caramel Corn Recipe

Heat oven to 2500F. Melt butter over low heat. Add next 3 ingredients and bring to a boil , stirring constantly. Cover and gently boil without stirring for 5 minutes. Remove from heat and carefully add soda and vanilla (it will froth and foam). Mix real well. Spray large baking sheet or roasting pan with cooking oil spray. Remove unpopped kernels from popcorn.

Combine popcorn and caramel mixture, mixing well. Spread popcorn out on pan.

Bake about an hour, stirring every 15 minutes. Cool completely. Break apart and store in tightly sealed container.

Tip: the easiest way to get the kernels out is to put all the popcorn in a large bowl. Shake it slightly so the kernels settle to the bottom of the bowl, then transfer the popcorn, handful by handful to another bowl.