1. Preheat your oven to 250°F.
2. Heat oil in a large pot over medium heat. Test the temperature by adding 3-4 kernels – when they pop, your oil is ready.
3. Remove those test kernels and add the remaining ½ cup of popcorn kernels, spreading them evenly in the pan.
4. Cover with a lid but leave a small gap for steam to escape. Once popping becomes vigorous, gently shake the pot once.
5. Remove from heat when popping slows (you should be able to count to 3 between pops).
6. Transfer the Homemade Caramel Corn base to your baking pan, picking out any unpopped kernels.
7. Place the pan in the oven to keep warm while you make the caramel.

How to make the caramel sauce

1. In a saucepan, combine butter, corn syrup, and brown sugar. Heat over low until the butter completely melts.
2. Increase heat to medium and let the mixture simmer for 3-4 minutes until it reaches 255°F.
3. Turn off the heat and stir in the salt and vanilla.
4. Add the baking soda and mix well – this creates tiny air bubbles that make your caramel coating light and crispy!
5. Immediately pour the caramel over the warm popcorn and gently stir to coat as many kernels as possible.
6. Bake for 45 minutes total, stirring every 15 minutes to ensure even coating.
7. Break apart large clusters if desired, or leave them for that classic caramel corn look.