Preheat oven to 250 degrees. Prepare the popcorn. Pour already prepared popcorn into oven safe bowl (I use a dutch oven) or air pop ½ cup of unpopped kernels, then put popcorn in oven safe bowl.

In medium sized saucepan, combine the butter, corn syrup, brown sugar and salt. Melt slowly over medium heat until mixture is at a full boil. Stir constantly for 5 minutes while boiling.

Remove pan from heat and carefully add in baking soda. Stir the baking soda in carefully as the caramel mixture will expand quickly.

Pour the caramel mixture over popcorn and gently stir until the popcorn kernels are evenly coated with caramel.

Place bowl in oven and cook for 1 hour, stirring every 15 minutes to insure the caramel mixture is evenly coating the popcorn.

Remove from oven and place on parchment paper lined baking trays to cool for a few minutes. Enjoy!