½ cup butter (real butter, not margarine)
2 cup brown sugar
1 cup corn syrup
1 can sweetened condensed milk
1 tsp vanilla
2 – 3 bags of unbuttered, unsalted microwave popcorn

Melt the butter and add the brown sugar until the brown sugar has dissolved. Add the corn syrup and sweetened condensed milk and bring to a boil. Boil until it reaches the soft ball stage (ie put a small amount of the caramel in a glass of cold water, and when it forms a soft ball, you are ready to go.) Add the vanilla last, before pouring over popcorn. Makes a big bowl (think mom’s metal bowl at home…).