Caramel Popcorn Balls (Without Corn Syrup!)

These Marshmallow Caramel Popcorn Balls are a delicious chewy, gooey treat! Fresh popcorn coated with a gooey caramel sauce – they’re a perfect treat for little ones, school parties, family movie night, or a Harvest Festival! Even better – this is a popcorn balls recipe without corn syrup!

Originally published October 2018, updated April 2024

Nothing will make you flashback in time like a batch of chewy, gooey popcorn balls that taste just like caramel corn.

Why You’ll Love these Easy Caramel Popcorn Balls

A simple caramel syrup is combined with mini-marshmallows to create a treat that will be a hit with your little ones, and appreciated by adults, too! 

When I was a kid (you know… a hundred years ago), rice krispie treats and homemade popcorn balls were a common treat at Halloween parties or Fall Festivals at church.

It seems like everything was less complicated back then… apple bobbing (which is totally gross to think about now), ghost stories, scavenger hunts, and popcorn balls!

But even the traditional popcorn balls (or old fashioned popcorn balls) were simpler back then… I don’t remember the exact recipe but the main ingredients were Karo corn syrup and popcorn 🙂

Caramel Popcorn Balls Recipe

These classic popcorn balls are a little fancier (made with an easy homemade caramel sauce), but they’re oh-so-good and still not difficult to make!

It’s such an easy caramel popcorn balls recipe that even the kids can help!!

Packaged individually in cellophane treat bags and tied with a ribbon or adorned with a festive Fall leaf, they would be perfect for a class treat or party favor.

You could also make smaller balls for little hands—or as a fun snack size for parties.

Children will love to help form the popcorn balls. For safety’s sake, make sure they stay away while you’re stirring the hot mixture into the popcorn, but once it’s combined it cools quickly.

Slightly damp or buttered hands (or disposable gloves) make the job of forming the balls go quickly.

Ingredients

For these marshmallow popcorn balls, you’ll need just a few simple ingredients. 

Here’s what you’ll need:

• 4 quarts popped corn (about ⅔ cup of popcorn kernels)
• 1/2 cup salted butter (1 stick of butter)
• 1/2 cup light brown sugar
• 1/4 cup honey
• 1/4 teaspoon salt
• 1 teaspoon vanilla
• 4 cups mini-marshmallows
• Optional: chopped candy corn, chocolate chips, chopped nuts, caramel bits, mini M&M’s
• Extra butter or nonstick cooking spray (for hands)

How to Make Caramel Popcorn Balls

1. First, pop your popcorn kernels in an air popper, on the stove top, or even use microwave popcorn (the easiest way!). Be sure to remove any unpopped kernels, and then place the warm popcorn in a big bowl and set aside. 
2. When you have all of your ingredients gathered and the popcorn popped, here’s how you’ll make the coating for the Marshmallow Caramel Popcorn Balls!

Making the Caramel Sauce

1. Line a baking sheet or large cookie sheet with parchment paper.
2. Combine the butter, brown sugar, honey, and salt in a 3-quart or 4-quart saucepan.
3. Cook over medium heat, stirring constantly with a wooden spoon or silicone spatula. Stir and melt the butter mixture until it comes to a boil. Cook at a low boil (adjust the heat if necessary) for 4 minutes, stirring frequently.
4. Remove the pan from heat and add the vanilla extract and marshmallows. Stir well until all of the marshmallows have melted.
5. Pour the hot caramel syrup mixture over the popcorn in a large bowl (be very careful – the caramel mixture will be extremely hot!) and stir with a silicone spatula or spoon until all of the popcorn has been coated.

Note: If you choose to add candy or nuts, you can either add them now or sprinkle different additions in as you form each ball, for more variety.

6. Dip hands with cold water or use buttered hands to form the balls (or you can use disposable gloves). In a pinch, I spray my hands with cooking spray and it works great to keep the mixture from sticking!
7. Scoop up a large handful of popcorn mixture and press it together between your hands to form 2.5 or 3-inch popcorn balls. You should get about 10-12 balls per batch.
8. Place the completed easy popcorn balls on a parchment paper lined baking sheet and allow them to sit at room temperature for an hour before putting in plastic bags, wrapping in plastic wrap, or storing in an airtight container.

Variations

If you are making these caramel popcorn balls for a Halloween party or Fall Festival, mix in candy for more fun and flavor. Here are some suggestions:

• Mini Chocolate Chips
• Festive Sprinkles
• M&M’s
• Peanuts
• Candy Corn
• Caramel Bits
• Or drizzle with melted chocolate to finish them off

And that’s it… so easy and fun!

I have the full Marshmallow Caramel Popcorn Balls printable recipe below! And I’d love to hear from you – Do YOU make popcorn balls?

More Fall & Popcorn Recipes

• Christmas Crunch Popcorn Snack Mix
• Candy Corn Snack Mix
• Easter Bunny Snack Mix
• Snickers Popcorn
• Molasses Popcorn Balls
• Peanut Butter Popcorn Balls
• Candy Corn Halloween Pinwheel Cookies
• Caramel Apple Jello Shots

More Fall Treats You’ll Love