1 c. light Karo syrup
5 T. Butter
8 quarts popped popcorn (approx. 4 bags)
2 1/2 C packed brown sugar
1 can Eagle Brand condensed milk
1/2 tsp. Vanilla
Pop your popcorn and pick out the un-popped kernels. Set aside.
In medium sauce pan combine syrup, butter, brown sugar and condensed milk. Bring to a boil, stirring constantly. Simmer a full ten minutes stirring constantly.
Remove from heat and stir in vanilla.
Pour over prepared popcorn.
This makes a lot of popcorn, so I divide the popcorn up into a couple different bowls so that I don't make such a big mess when mixing the caramel in. I also use a silicone spatula to mix.