Caramel Popcorn

1 -1/4 cup to 1 -1/2 cups unpopped popcorn, popped
2 cups brown sugar
2 sticks butter or margarine (1 cup)
1- 3/4 cup light corn syrup
1 (14 oz.) can sweetened condensed milk


1. Put popped popcorn in a large bowl with old maids removed. Set aside.

2. In a heavy saucepan add brown sugar, butter, and light corn syrup. Bring to a boil on medium heat and boil for 3 minutes, stirring constantly. Remove from heat.

3. Add sweetened condensed milk, stir until incorporated. Put back on the heat.

4. Bring to a boil and boil for 3 more minutes, stirring constantly.

5. Pour over popcorn. Stir until all popcorn is coated.

This popcorn stays soft