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Pop popcorn and place into a shallow, greased pan.
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Preheat oven to 250-degrees.
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Combine brown sugar, corn syrup, butter and salt in saucepan. Bring to a boil, stirring to blend. Stir for an additional 4-5 minutes after boil. Remove from heat and add baking soda and vanilla.
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The mixture will be foamy so make sure your saucepan is large enough to accommodate the extra volume. Pour mixture over popcorn.
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Bake for 1-hour.
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At 15-minute intervals remove from oven and stir to further combine the
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melted caramel. Return to oven.
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When fully baked, dump the caramel corn onto wax paper and break apart.
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Once cooled, the caramel will harden and you can continue to separate the pieces as desired.
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Serve to the delight of caramel corn lovers.
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Fill plastic goodie bags with caramel corn, wrap with a ribbon and gift to friends and family to enjoy on movie night.