1 c. brown sugar
1/4 c. corn syrup
1/2 tsp. baking soda
1/2 c. butter
1/2 tsp. salt
5 qt. popped corn

Bring sugar, butter, syrup and salt to a boil in a 2 quart glass bowl. Boil 2 minutes on high in microwave. Remove from microwave and stir in soda. Put popcorn in a large brown grocery bag, put it all into another bag so the bags are double.

Pour syrup over popcorn. Fold over top of bags and place in microwave. Microwave on high for 4 1/2 minutes. Remove bag and shake every 45-60 seconds. Spread caramel corn on waxed paper to cool. Store in tightly covered container.