Caramel Pumpkin Spice Popcorn

Flavored popcorn is a rising food trend right now.  Be a trend setter and try this Caramel Pumpkin Spice Popcorn for your next movie night.

Caramel white chocolate covered popcorn with pumpkin spice M&M candies

A few weeks ago when I was in New Jersey at the Duncan Hines test kitchen, one of our discussions was on food that was trending.   Flavored popcorn was one of these food items on the list.

Can I tell you just how happy that makes me?

I have been doing different kinds ever since I made this Reese’s Popcorn, and I haven’t stopped since.    I like to think I was ahead of this popcorn trend.  Shhhh!  Don’t tell me any different…just let me stay in this happy bubble.  

Caramel white chocolate covered popcorn with pumpkin spice M&M candies

So of course my mind started thinking of all kinds of new popcorn to share with you.

I had half a bag of Pumpkin Spice M&M’s leftover from when I made these Chocolate Pumpkin Spice Cookies, so I decided to start with those.

I pulled everything out of my baking cupboard hoping to be inspired by something else I already had.  Gotta love a treat that doesn’t have you running to the grocery store!

Right in front of me were some Duncan Hines Frosting Creations packets, and the caramel flavor was on top.  Ding! Ding!  We have a winner.  Pumpkin and caramel sounds like just the combo I needed to give this popcorn something different from every thing already made and pinned.

Caramel white chocolate covered popcorn with pumpkin spice M&M candies
I didn’t want to add too many different flavors or mix ins with this popcorn.  Usually I have quite a few extras with the popcorn.  Today I decided to go simple and only add marshmallows and the pumpkin M&M’s to the caramel white chocolate.  To give it just a slight hit more pumpkin flavor, I also added a white chocolate pumpkin spice drizzle over the popcorn, but you can decide if that’s really for you.

Making this popcorn was just the boost I needed to think up a few more fun flavors.  I hope you are ready :-)

Caramel white chocolate covered popcorn with pumpkin spice M&M candies


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Caramel Pumpkin Spice Popcorn

Prep Time: 20 minutes

Yield: 10 cups

Caramel Pumpkin Spice Popcorn

Caramel and white chocolate covered popcorn gets a fall twist from Pumpkin Spice M and M candies.


8 cups popped popcorn
1 cup mini marshmallows
1 1/2 cups Pumpkin Spice M&M candies
9 ounces white melting chocolate, divided (I use CandiQuik)
1 Caramel Duncan Hines Frosting Creation
1/8 teaspoon pumpkin pie spice


  1. Combine the popcorn and marshmallows in a large bowl. Break the melting chocolate into 1 ounce pieces and set 1 ounce aside. Melt the 8 ounces according to the package directions. Stir in the caramel packet. Pour over the popcorn in the bowl and stir until completely covered.
  2. Add the M&M's and toss again. Place all the popcorn on a large tray that has been lined with parchment paper. Let set. Break apart into chunks.
  3. Melt the remaining 1 ounce of melting chocolate and stir in the pumpkin pie spice. Place in a ziplock bag with one tip cut off. Drizzle over the popcorn and let set again. Store in a tightly sealed container on the counter. Makes about 10 cups.


Feel free to use your favorite flavors of flavor mix ins for the popcorn or use your favorite flavor of M and M's.

Other fun chocolate covered popcorns to enjoy during the movies:


M & M Nutella Popcorn

Brownie Batter Cookie Dough Popcorn 5

Brownie Batter Cookie Dough Popcorn

almond joy popcorn 2

Almond Joy Popcorn

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  1. says

    Putting the Flavor Creations into white chocolate/candy coating to coat the popcorn is genious! First, you have a caramel coating that isn’t going to absorb moisture from the air and get soft and sticky. Longer lasting popcorn treats are a winner for me. Second, think of all the popcorn possibilities with the different Flavor Creations flavors! My son’s next care package will be food trendy. :) Thanks, Jocelyn!
    Wendy recently posted..Brown Butter – Brown Sugar BarsMy Profile

  2. says

    Can you believe I STILL haven’t made any of your popcorn yummies? I don’t have an air popper …. I tried making some on the stove the old fashioned way & it was a huge FAIL – my hubby said I used too much oil. I can’t seem to find micro popcorn that doesn’t have butter. Grrr … my kids would LOVE this!
    Michelle recently posted..Organization!My Profile


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