Holiday Popcorn


Makes 10 cups
Prep Time: 10 minutes
Total Time: 50 minutes


  • 10 cups popped popcorn (1 bag of microwave popcorn), no butter or salt
  • 1-½ cups mixed nuts (or your favorite nut), toasted
  • 1 cup broken pretzel twists
  • ½ cup butter
  • ¾ cup light brown sugar
  • 2 teaspoons vanilla extract
  • 1 teaspoon baking soda
  • Salt, to taste (optional)
  • ½ cup dark chocolate chips


  1. Preheat the oven to 250 degrees Fahrenheit (120 degrees Celsius). Line 1 large or 2 smaller baking sheets with foil or a silicon baking mat.
  2. To the lined baking sheet(s), add the popped popcorn, the nuts, and the broken pretzel twists. Set aside.
  3. In a medium saucepan over medium heat, melt the butter. Add the brown sugar and stir until thoroughly mixed. Bring the butter and sugar mixture up to a boil, stirring continuously. Cook the mixture for 3 to 4 minutes.
  4. Add the vanilla extract and cook for 1 additional minute.
  5. Add the baking soda and stir well to combine. The caramel will change colors and foam up a bit.
  6. Drizzle the caramel mixture over the popcorn mixture. Use a spoon or spatula to gently combine the popcorn mixture with the caramel, until everything is evenly coated. Season the popcorn with salt, if using, while the caramel is still warm.
    Drizzle caramel mixture over the popcorn mixture
  7. Place the baking sheet(s) in preheated oven and bake for 30 minutes, stirring every 10 minutes.
  8. Remove from the oven and allow the popcorn mixture to cool until the caramel coating has set.
  9. Once cool, break the popcorn into small clusters.
    Bake popcorn mixture for 30 minutes
  10. In a large microwave-safe bowl, microwave the chocolate chips in 20 second intervals, stirring in between each interval, until the chocolate is completely melted and smooth.
  11. Add ¼ to ⅓ of the coated and cooled popcorn to a bowl, drizzle with the melted chocolate and gently mix to coat.
    Add ¼ to ⅓ of the coated and cooled popcorn to thebowl of melted chocolate and gently mix to coat
  12. Spread the chocolate-coated popcorn onto a lined baking sheet and allow to cool until the chocolate sets.
  13. Add the chocolate-coated popcorn to the caramel-coated popcorn and mix to combine. Serve.
  14. Store in an airtight container or zip-top plastic bag.