3 qts. freshly popped popcorn
1/2 c. butter
1 c. dark brown sugar
1/4 c. light corn syrup
1/2 tsp. salt
1/4 tsp. baking soda
1/2 tsp. vanilla

Place popcorn in a lightly greased 4 quart casserole; set aside. Place butter in a 1 1/2 quart dish. Microwave at High for 1 minute or until melted. Stir in brown sugar, corn syrup and salt; cover and microwave at High for 4 minutes.

Remove mixture from oven; stir in soda and vanilla. Pour over popcorn; stir until all is coated and no sugar mixture remains in bottom of dish.

Cook popcorn mixture on High for 2 1/2 to 3 minutes, stirring well after each minute.

Remove popcorn from oven; stir well. Spread in a lightly buttered 15"x10"x1" jelly roll pan; cool thoroughly. Break into pieces and store in an air tight container. About 11 cups.