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Preheat oven to 225 degrees F. Line two baking trays with parchment paper.
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In saucepan over medium heat, melt butter.
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Add corn syrup, sugar and salt. Stir until just barely combined.
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Once mixture begins to bubble, let simmer 4 minutes without stirring.
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Remove from heat and whisk in vanilla and baking soda. (Note: The caramel will start to foam and expand.)
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Drizzle caramel mixture over popcorn and toss to ensure even coat.
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On baking trays, spread out coated popcorn.
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Bake 45 minutes, stopping every 10 minutes to shake and toss as caramel re-melts.
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After 45 minutes, remove popcorn from oven and let cool.
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Break apart pieces and serve or store in airtight container for up to two weeks.