1 c. brown sugar
1/4 c. corn syrup
1/2 c. butter
1/2 tsp. salt
1/2 tsp. baking soda
3-5 qt. popped popcorn

Bring sugar, butter, syrup and salt to a boil in a 2-quart glass measuring cup. Boil 2 minutes on high in microwave. Remove from oven. Stir in soda until it foams up. Put popcorn into large brown grocery bag. Pour syrup mixture over popcorn. Fold over top of bag and place in microwave. Microwave on high for a total of 4 1/2 minutes. Remove bag from oven every 45-60 seconds and shake. Spread caramel corn on waxed paper to cool. Store in tightly covered container.