Pretty Easter Caramel Popcorn

This has been such a crazy month! St. Patrick’s Day and Easter all in the same month! Not that I mind really, I love any excuse to party or decorate. Now we just need the weather to co-operate. Last Friday 79 and Sunny the most beautiful day of the year. The very next day 36 cold, grey, rainy……

That’s March for you. Now one thing that you can count on is that this caramel popcorn is the best that you will ever taste! I love Caramel Corn and I love Gorp. Now I love Gorp and Caramel Corn combined even better!! Really this is a treat that you can make anytime and it will always be a big hit!

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I saw this first at Two Peas & Their Pod and it was love at first sight! I knew straight away that this was going on my Easter baking list. I love how thick and chewy the caramel is and the salt from the pretzels just takes this to that next level. Oh and who could forget the Peanut M&M’s? They just put this over the top in that crazy good it’s so addictive category!

This is really easy to make, but there is one word of wisdom that I would pass on to you. Use Non Stick Spray on everything that the caramel is going to touch. That is the spoon, the spatula, your hands and most importantly the Bowl you mix this in! This is a Very Sticky Process! I do mean Sticky! You will be so glad at the taste of this though, when you are eating it you won’t care if you have Caramel on every surface of the kitchen {including a glob in your hair! no kidding I did this} Look at how pretty this is with the Pastel Colored M&M’s and that perfect Caramel color.

Need a treat to take to a party or to class with the kiddo’s? Then this is your perfect find. Crowd pleasing and easy on the checkbook. I just used a bad of fat free microwave popcorn. Oh just make sure that you pick out all the unpopped kernels. Not good for teeth to chomp down on one of those.


  • 1 bag fat free no butter microwave popcorn popped kernels removed
  • 2 cups coarsely chopped salted pretzels
  • 1 cup granulated sugar
  • 1/4 cup water
  • 1/3 cup heavy cream
  • 1/2 teaspoon vanilla extract
  • 1 cup miniature marshmallows
  • 1 cup M&M;’s


  • In a medium saucepan, bring sugar and water to a boil over medium high heat. Boil, undisturbed, until mixture is amber in color, for about 8-12 minutes. Remove pan from heat and slowly pour in the heavy cream. It will seem as if it is going to seize but keep stirring the heat will do it’s job. Stir until smooth and add vanilla extract, marshmallows. Stir until marshmallows are melted and mixture is smooth.
  • 2. Spray your Mixing bowl and spoon/spatula with nonstick spray. In the mixing bowl combine popcorn and pretzels. Pour caramel mixture over and gently stir until popcorn is well coated. Stir in the M&M;’s. Transfer mixture to a large baking sheet that has been sprayed. Let cool completely.
  • 3. Once cool break up into bite sized pieces
  • Enjoy!

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