2 qts. plain popped corn
1/3 c. butter
2/3 c. firmly packed brown sugar
1/3 c. light or dark corn syrup
1/2 tsp. vanilla
1/4 tsp. baking soda

In 2 quart microwavable bowl put butter in bowl and microwave for 1 1/2 minutes. Stir in sugar and corn syrup. Microwave on high for 3 to 5 minutes.

Stir in vanilla and baking soda into sugar mixture until blended. Stir in popped corn, mixing well. Microwave on medium-high for 4 to 6 minutes, stirring every 2 minutes to coat popcorn evenly with caramel syrup. Transfer caramel popcorn to waxed paper lined tray.