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Marshmallow Popcorn

Gooey marshmallow popcorn made with just 4 ingredients in 15 minutes! This mouth-watering treat has all the delicious flavors and textures you could dream of…sweet, salty and crunchy.

popcorn in glass bowl
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Marshmallow Caramel Popcorn

If you’re a fan of my microwave caramel corn and caramel candy, you’re going to love this gooey marshmallow poprcorn version even more. I normally just add popcorn seasoning to my favorite salty snack, but my grandma gave me this recipe and after one bite, I was hooked.

The marshmallow mixture almost reminds me of Rice Krispie treats, but the brown sugar takes it over the top. It’s seriously so addicting!

This marshmallow caramel corn makes an easy no-bake dessert to whip up in a pinch and is a great recipe to make with your little ones. Try it with homemade marshmallow fluff for something even more decadent!

It’s so easy throw together and requires only 4 ingredients. In just 15 minutes from start to finish, you’ll have an amazing dessert that your family can’t get enough of!

pouring caramel into popcorn

Tips + Variations

  • Popcorn: To make it easier, I bought a bag of pre popped popcorn (Skinny Pop is my favorite). You can also make your own stovetop popcorn or cook it in the microwave if preferred.
  • Extras: Once you spread the marshmallow popcorn out on a piece of wax paper, feel free to sprinkle any extras on top. We like to add mini M&M’s, mini chocolate chips or some colorful sprinkles. You can even turn this into s’mores popcorn by adding Golden Grahams and chocolate chips!
  • Gifting: This popcorn would be fun served in little cups or packaged up in clear bags. They would make great party favors, neighbor gifts or just a fun mini dessert to serve at your next dinner party.

Storing Marshmallow Popcorn

This is one of those recipes that tastes best served the first day so that the popcorn doesn’t get stale or lose it’s flavor and texture. Leftovers will keep in an airtight container or bag for about 2 days, although I recommend enjoying it the day it’s made if possible!

marshmallow popcorn in glass bowl

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marshmallow popcorn in glass bowl

Marshmallow Popcorn

4.99 from 67 votes
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Author: Jamielyn Nye
Gooey marshmallow popcorn made with just 4 ingredients in 15 minutes! This mouth-watering treat has all the delicious flavors and textures you could dream of…sweet, salty and crunchy.
Cook Time: 15 minutes
Total Time: 15 minutes
Servings: 16



  • 13 to 16 cups popcorn , lightly salted (I just used skinny pop to make it easier)
  • 1 cup butter
  • 16 ounce mini marshmallows
  • ¾ cup light brown sugar , packed

Optional: 1/2 tsp vanilla, flake sea salt, 1/2 cup mini M&M's


    • Pour popcorn into a large bowl.
      popcorn in bowl
    • Melt butter and marshmallows in a large pan over medium-low heat.
      marshmallows and butter in pot
    • Once the butter is melted, stir in brown sugar until it is dissolved (only about 1 minute). Then remove from heat and add vanilla if desired. Let sit a minute and then pour over the bowl of popcorn. Stir until the popcorn is completely coated. Add more popcorn until desired texture is reached.
      pouring caramel into popcorn
    • Then spread out onto wax paper and sprinkle with salt or M&M's if desired.
      popcorn in glass bowl


    Note: Store in an airtight container or ziplock bag. Best served fresh, or within the next 2 days.
    Tip: This recipe is super easy to cut in half. I typically will do 7 to 8 cups popcorn, 1/2 cup butter, 8 oz marshmallows and 1/3 cup brown sugar. 


    Calories: 266kcal | Carbohydrates: 40g | Protein: 2g | Fat: 12g | Saturated Fat: 7g | Polyunsaturated Fat: 1g | Monounsaturated Fat: 3g | Trans Fat: 1g | Cholesterol: 31mg | Sodium: 128mg | Potassium: 48mg | Fiber: 1g | Sugar: 26g | Vitamin A: 372IU | Calcium: 13mg | Iron: 1mg

    Nutrition provided is an estimate. It will vary based on specific ingredients used.

    Course: Dessert
    Cuisine: American

    Did you make this recipe? Don’t forget to give it a star rating below!

    grabbing a handful of marshmallow popcorn

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