Caramel Popcorn Topping On Cake
Caramel Popcorn Cake
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Prep: 60 min
Bake: 120 min
Reminiscent of baseball games, country fairs and parties for the kids, this Caramel Popcorn Cake is fun to make and fun to eat, too! It's made using the 1-2-3-4 Layer Cake, a perfect base for decorating with different frostings, fillings and toppings.

CAKE (Customized 1-2-3-4 LAYER CAKE)

  • 2 sticks unsalted butter, softened
  • 3 cups sifted Swans Down® Cake Flour
  • 2 cups granulated sugar
  • 4 eggs
  • 1 cup milk (whole or low fat)
  • 3 teaspoons baking powder
  • 1/2 teaspoon salt
  • 1 teaspoon vanilla extract
  • 1/2 teaspoon almond extract
  • 4 cups American Buttercream Frosting (recipe follows)
  • Caramel Sauce (recipe follows)
  • Popcorn Balls (recipe follows)


  • 4 sticks (1 pound) unsalted butter, room temperature
  • 1 cup (4 ounces) confectioners sugar, sifted
  • 1 teaspoon vanilla extract
  • 2 tablespoons heavy cream (or milk)


  • 1/2 cup popcorn kernels
  • 3 to 4 tablespoons vegetable oil
  • 2 cups granulated sugar
  • 1/2 cup water
  • 1/2 cup corn syrup
  • 3/4 cup molasses
  • 1 teaspoon white vinegar
  • 1 teaspoon vanilla extract
  • 1/3 teaspoon kosher salt


  • 1 1/2 cups granulated sugar
  • 1/4 cup water
  • 5 tablespoons unsalted butter, room temperature
  • 3/4 cup heavy cream, room temperature
  1. MAKE CAKE: Preheat oven to 350°F. Butter and lightly flour 3 (9-inch) layer pans.
  2. SIFT flour and then lightly spoon 3 cups of the flour into large measuring cup.
  3. CREAM butter in large bowl. Gradually add sugar, creaming until light and fluffy. Sift the already-sifted cake flour with baking powder and salt. Add eggs one at a time to creamed mixture, beating well after each addition. Add flour mixture alternately with milk and extracts, blending after each addition until smooth. (Do not over beat as this will yield a dry cake.)
  4. POUR into prepared pans and bake for 20 to 25 minutes or until tester inserted into cake comes out clean. Cool in pans for 10 minutes, then remove from pans and finish cooling on racks.
  5. MAKE FROSTING: Beat butter and sifted confectioners’ sugar together until light and fluffy. Add vanilla extract and heavy cream.
  6. MAKE POPCORN BALLS: Heat oil in a large pot over medium heat. Add kernels in an even layer across the bottom of the pot. Move the pot back and forth once the popcorn starts to pop. Remove from heat when popping slows down. Transfer popcorn to a large bowl and set aside.
  7. BOIL sugar, water, corn syrup and molasses in heavy bottom pot over medium heat. Cook syrup until it reaches 260℉ on a candy thermometer.
  8. REMOVE from heat and add vinegar, vanilla and salt, stirring to mix well. Pour hot syrup over popcorn and toss with a rubber spatula to coat popcorn completely. Let cool a few minutes.
  9. SPRAY hands with cooking spray and gently shape popcorn into balls of various sizes. Place on oiled, parchment-lined baking sheet and set aside.
  10. MAKE CARAMEL SAUCE: (Note: Recipe makes 2 1/2 cups; use in desired amount.) Place sugar and water in a high-sided sauce pan. Cook over medium-high heat until it turns an amber color; do not stir. Swirl to blend once it starts to color.
  11. REMOVE from heat and add butter. Stir with a wooden spoon until butter is melted.
  12. ADD heavy cream and stir to incorporate, then let cool completely. It will thicken as it cools.
  13. ASSEMBLE CAKE: Frost cake with American Buttercream Frosting, then chill in refrigerator for 10 minutes.
  14. REMOVE cake from refrigerator and drizzle warm caramel sauce onto top of cake, letting it run down the sides.
  15. TOP with popcorn balls.
  • Ronnie Williams says:

    Thanks for the recipes. This is my favorite pre-sifted cake flour. Gets hard to find at times here. Im making my profolio of bake goods.

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