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Chicago-Style Caramel-Cheddar Popcorn

A bowl of cheddar and caramel popcorn.
Photo by Elizabeth Coetzee, Food styling by Tiffany Schleigh

The best thing about popcorn is that it’s the perfect canvas for just about any flavor—be it the simple seasoning of butter and salt, a sprinkling of masala, seaweed snacks, or tangy hot sauce. But the combo that reigns over the city of Chicago is caramel and cheddar, first popularized by Garrett Popcorn. To outsiders it may feel like a clash of the titans featuring two equally dominant, contrasting flavors, one with a bittersweet edge and one salty and cheesy. But after just one bite you’ll see the yin-yang between these sweet and salty counterparts, and before you know it, you’ll be staring at a big empty bowl of nothingness.

In this ode to Garrett, I use caramelized honey to give the sweet popcorn a toasted accent and melted butter to coat the remaining popcorn in tangy cheddar powder, which can be purchased easily online. Our preferred brand is Hoosier Hill Farms. When you initially pop your popcorn, be sure to fish out any unpopped kernels before mixing in the caramel and cheddar to prevent any dental mishaps. For the final mixing, opt for a big high-sided bowl for maximum ease and minimal spilling.

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What you’ll need

Recipe information

  • Total Time

    65 minutes

  • Yield

    6–8 servings

Ingredients

Caramel Popcorn

1 (3.3-oz.) bag unsalted or lightly salted microwave popcorn, popped (about 10 cups; see Cook’s Note)
¼ cup honey
1 cup (packed; 200 g) dark brown sugar
5 Tbsp. unsalted butter
1 tsp. baking soda
1 tsp. Diamond Crystal or ½ tsp. Morton kosher salt

Cheddar Popcorn and Assembly

1 (3.3-oz.) bag unsalted or lightly salted microwave popcorn, popped (about 10 cups; see Cook’s Note)
4 Tbsp. unsalted butter, melted, slightly cooled
1 tsp. English mustard powder (such as Colman’s)
¾ cup cheddar cheese powder, divided
1½ tsp. Diamond Crystal or ¾ tsp. Morton Kosher salt

Special equipment

A candy thermometer

Preparation

  1. Caramel popcorn

    Step 1

    Place racks in upper and lower thirds of oven; preheat to 275°. Place one 3.3-oz. bag unsalted or lightly salted microwave popcorn, popped (about 10 cups), in a large heatproof bowl, removing any unpopped kernels; set aside.

    Step 2

    Heat ¼ cup honey in a medium saucepan fitted with a candy thermometer over medium until bubbling and slightly and darkened in color, about 5 minutes. Add 1 cup (packed; 200 g) dark brown sugar and 5 Tbsp. unsalted butter and bring to a boil, stirring constantly with a heatproof rubber spatula, until brown sugar and butter are melted, about 3 minutes. Continue to boil without stirring until thermometer registers 260°, 5–7 minutes. Remove pot from heat and add 1 tsp. baking soda and 1 tsp. Diamond Crystal or ½ tsp. Morton Kosher salt, stirring vigorously (be careful as the mixture will bubble up).

    Step 3

    Working quickly, pour hot caramel over reserved popcorn and mix until evenly coated. Quickly scrape popcorn out onto a parchment-lined baking sheet and spread out into an even layer. Bake, rotating baking sheet and stirring halfway through, until crisp, 22–27 minutes. (To check if it’s done, carefully remove a piece and let it cool 30 seconds. It should be crisp.) Let cool.

  2. Cheddar Popcorn and Assembly

    Step 4

    While the caramel popcorn is cooling, place one 3.3-oz. bag unsalted or lightly salted microwave popcorn, popped (about 10 cups), in a large heatproof bowl, removing any unpopped kernels. Mix 4 Tbsp. unsalted butter, melted, slightly cooled, and 1 tsp. English mustard powder (such as Colman’s) in a small bowl. Pour over popcorn and toss to coat evenly. Sprinkle ½ cup cheddar cheese powder and 1½ tsp. Diamond Crystal or ¾ tsp. Morton Kosher salt over popcorn and toss again to coat.

    Step 5

    Spread out popcorn onto another parchment-lined baking sheet in an even layer. (There will be excess cheese powder on the baking sheet.) Bake, rotating baking sheet and stirring halfway through, until crisp,12–14 minutes. Remove from oven and immediately sprinkle remaining ¼ cup cheddar cheese powder over. Toss to evenly coat.

    Step 6

    Break caramel popcorn into bite-size clusters. Place in a large bowl; add cheddar popcorn, along with any cheese powder left on baking sheet, and toss to combine.

    Do Ahead: Caramel-Cheddar Popcorn can be made 5 days ahead. Store airtight at room temperature.

    Cook’s Note: If you’d like to make your popcorn on the stovetop, place 3 Tbsp. vegetable oil and 3 popcorn kernels in a large heavy pot, cover, and heat over medium until kernels pop. Reduce heat and add ⅔ cup popcorn kernels. Cover pot and increase heat back to medium. Shake pot to evenly distribute kernels, partially cover pot so crack is facing away from you, and cook until popping stops. Divide popcorn between two large bowls, removing any unpopped kernels.

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