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

Mix brown sugar, butter, salt and corn syrup in bowl and boil in microwave for 5 minutes. Add baking soda and vanilla; stir well. Put popcorn in a paper bag. Pour caramel mixture over popcorn. Close paper bag and shake. Place paper bag in microwave and cook 1 1/2 minutes on High. Shake bag and cook 1 1/2 minutes. Shake bag and cook 1/2 minute.

NOTE: If you spray insides of paper bag with Pam before adding popcorn, the caramel won't stick to the bag as much.