1 c. butter
1 c. sugar
2 tbsp. water
1 tbsp. light corn syrup
1 tsp. vanilla
Approximately 8 c. popcorn

In heavy Dutch oven, melt butter. Remove from heat and add sugar. Return to medium-low heat and bring to a boil, stirring constantly. Add water and corn syrup. Bring to soft crack on candy thermometer (270 degrees). You'll see a visible change. Remove from heat. Add vanilla and stir in popcorn until coated. Pat down on cookie sheets and cool.