4 qt. popped popcorn

Put into a large pan.

In another quite small pan, make a caramelizing syrup:

1 square butter
1/2 c. light Karo corn syrup
1 c. brown sugar

Cook the 3 above ingredients together, stirring slightly until a sample of the mass forms a soft ball in cold water. Take pan from the heat and add:

1/4 tsp. baking soda
Pinch of cream of tartar
1 tsp. vanilla

An interesting foaming will take place as these 3 get together. Pour over the 1 gallon of popped popcorn. Stir and mix. Pour the caramelized corn out on a Teflon (or lightly oiled) baking sheet. Pat it down. Bake in 200 degree oven for 1 hour. Mmm good!