caramel popcorn2 thumb Chocolate Covered Caramel Popcorn Balls

Before we start talking about caramel and popcorn and sprinkles, and Chocolate Covered Caramel Popcorn Balls, I have to tell you that I burnt the caramel. Yes, I did. I looked away for a second or two to take out the heavy cream (I forgot to take it out beforehand) and bam! Burnt! I was so upset with myself and not because I burnt it, but more because I wasted two sticks of butter and couple cups of sugar. I had so many plans for that darn caramel, but I guess it was meant for the garbage disposal. And because I was so frustrated, I didn’t even bother to make another batch. I went straight for the Brach’s caramel candies that were sitting in my pantry. I unwrapped them one by one, mixed in some butter, and there it was; Caramel a la pronto!

popcorn balls 2 thumb Chocolate Covered Caramel Popcorn Balls

popcorn balls3 thumb Chocolate Covered Caramel Popcorn Balls

So you’d think that a 3 year-old would be the most excited about eating these fun treats. No, Ana was more excited about dipping the popcorn balls into the chocolate and sprinkles. The one that was most excited about eating these was my father. He called to see what I was up to, and after I told him my sob story about the caramel, I let him know about what was cookin’. He asked me to save him one or two. Later that night he had four balls of caramel popcorn; he said it reminded him of his youth.

caramel popcorn 2 thumb Chocolate Covered Caramel Popcorn Balls

Couple of notes about making these.

14 cups of popcorn may sound like a lot, but it’s not. It only makes about 10 balls of popcorn. By the way, 14 cups of popped popcorn is about 1 cup, or a tad bit more of unpopped popcorn. Also, don’t let the caramel cool too much before shaping the popcorn. Stir the caramel in until all the popcorn is covered and let it sit for about a minute or two to cool before you start working with it. Please make sure your hands are buttered before you start; keep a dish with some butter next to you and butter your hands before shaping each ball.


Chocolate Covered Caramel Popcorn Balls
Prep time
Cook time
Total time
Serves: 10 popcorn balls
  • 14 cups popped plain popcorn, about 1 cup or a bit more of unpopped popcorn
  • 1 (14 oz.) package Caramel Candies, unwrapped
  • 4 tablespoons butter, softened
  • 10 popsicle sticks
  • 1 (12 oz.) package semi-sweet chocolate chips, melted
  • sprinkles
  1. Pop the popcorn.
  2. Place the popped popcorn in a large bowl. Set aside.
  3. Put the unwrapped caramel candies and butter in a medium-sized saucepan; cook over medium-low heat and stir until melted and smooth.
  4. Remove from heat and pour over popcorn.
  5. Mix until all the popcorn is well coated. Let stand for a couple of minutes to cool.
  6. In the meantime prepare your chocolate chips by melting them either in the microwave or over a double broiler. Melt until smooth.
  7. Grease your hands with butter and shape the popcorn into the size of a softball.
  8. Stick a popsicle stick in each popcorn ball and dip each popcorn ball into melted chocolate, then roll in sprinkles.
  9. Place on waxed paper until chocolate is set.
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25 Comments on this article. Feel free to join this conversation.

  1. Sarah @ Miss Candiquik September 24, 2013 at 2:02 PM - Reply

    These are cute!! And trust me…we’ve obviously all been there ;)

  2. Rebecca February 22, 2013 at 2:15 PM - Reply

    Yummy and perfect for our carnival party! How far in advance would you say these could be made? Would I need to refrigerate them? Birthday party is on a Saturday, so I was thinking of making them on Thursday or Friday…thoughts? Thanks!

    • Katerina Petrovska February 24, 2013 at 10:29 AM - Reply

      Rebecca, did you get my email response? I hope so!!

    • Emily March 20, 2013 at 4:34 PM - Reply

      I have the same question, I’d like to know how many days ahead I could make these. Thanks!

      • Katerina Petrovska March 20, 2013 at 4:57 PM - Reply

        Hi Emily! Up to 2 days ahead. After that, the popcorn tastes soggy.

  3. Katrina @ In Katrina's Kitchen October 1, 2012 at 2:46 PM - Reply

    This is amazing! I want 5 right now!

    • Kate@Diethood October 1, 2012 at 3:57 PM - Reply

      I’ll deliver all 5 to your house! Ohio is not that far…we share a border! :) xoxo

  4. Spencer September 30, 2012 at 10:48 PM - Reply

    Looks absolutely delicious! I reckon I could eat about 100 of them!

  5. Megan @ Pip and Ebby September 27, 2012 at 9:43 PM - Reply

    It only takes a couple of seconds to burn caramel! And how funny that your dad loved these the most. I love it! That’s usually how it goes in our family….the most unsuspecting people love things the most. Great treats! Thanks for sharing!!

  6. Liz September 27, 2012 at 8:56 AM - Reply

    Boy, do these look incredible! Sorry about the caramel…I’ve done that more times than I care to admit :)

  7. Roxana | Roxana's Home Baking September 26, 2012 at 7:32 PM - Reply

    Tiffany would go banana if I let her dip in chocolate and of course have sprinkles all over the house.

    p.s. don’t worry, my caramel attempts have never been successful

  8. Ramona September 26, 2012 at 3:44 PM - Reply

    Burning the caramel sounds like something I would do! I know how you felt about the wasted butter and sugar.. but you saved the day and came out with these marvelous popcorn balls. I can understand why you hubby loved them so much!! Well done! :)

  9. mjskit September 26, 2012 at 2:38 PM - Reply

    I’m with your father! I’d eat AT LEAST four of these! What a delicious treat and your save with the pantry caramels was ingenious! I know how you feel when something fails. Like you, I’m more concerned about the waste than the mistake. :) Great save!

  10. Angie@Angie's Recipes September 26, 2012 at 1:39 PM - Reply

    wow these popcorn balls look AWESOME!

  11. Meagan @ A Zesty Bite September 26, 2012 at 8:32 AM - Reply

    Way to improvise on the caramel! I think we all have days like that…. These look delicious by the way!

  12. Katerina Petrovska September 19, 2013 at 6:04 PM - Reply

    LOOOOOL!!! You’re the best!! Thank you for the laugh… he is going to have a cow! :-D

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