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Chocolate Caramel Corn Cupcakes

Rich, moist chocolate cupcakes with caramel buttercream and topped with homemade caramel corn! Awww.. chocolate caramel corn cupcakes.

Cupcakes are no problem, have you seen the collection we have going?!

And chocolate cupcakes are no problem anymore because back in May I spent a few days nailing down my go-to chocolate cupcake recipe. It only took 12 eggs, 1 container of cocoa powder and 6 batches of cupcakes later, we now have the perfect chocolate cupcake recipe
with real melted chocolate in the batter!

Now onto the caramel corn..

Rich, moist chocolate cupcakes with caramel buttercream and topped with homemade caramel corn! …yeah, I got nothing! I had never made caramel corn before. But I have made stove top popped popcorn so that helps, kind of, haha. And I have made homemade caramel sauce.. so we’re getting closer.

Rich, moist chocolate cupcakes with caramel buttercream and topped with homemade caramel corn! My first attempt at caramel corn ended burnt, clumpy, and didn’t stick to the popcorn but surprisingly it tasted good :)

After that attempt, I made caramel corn 4 more times. I overcooked batches 2 and 3, again. And then batch 4 happened, and it was almost like Ree Drummond was by my side telling me what to do, haha.

It came out perfect and more importantly, it actually looked like caramel corn!

Rich, moist chocolate cupcakes with caramel buttercream and topped with homemade caramel corn! So here’s my secret tip – SLOW DOWN!

I kept rushing the cooking process of the caramel, cooking it over too high of heat or cooking it too long because I wanted to get the right color.

I learned that even if you don’t technically cook the caramel long enough on the stove, the process of baking the caramel corn in the oven will help the caramel become more crunchy, just like caramel corn should be! Problem solved!

Chocolate Caramel Corn Cupcakes

Yield: 12 cupcakes

Total Time:2 hours


Chocolate Cupcakes

  • 1/2 cup cocoa powder
  • 1 cup flour
  • 1 tsp baking powder
  • 1/2 tsp baking soda
  • 1/4 tsp salt
  • 1 stick butter, room temperature
  • 3/4 sugar
  • 2 eggs
  • 1 tsp vanilla
  • 1/3 cup sour cream
  • 2 tbsp melted chocolate, cooled

Caramel Buttercream

  • 1 stick butter, room temperature
  • 1/2 cup vegetable shortening
  • 4 tbsp caramel sauce (store bought is great or find our recipe for homemade caramel sauce here)
  • pinch of salt
  • 3 cups powdered sugar

Caramel Corn

  • 1/2 cup popcorn kernels, to be popped (or 8-9 cups popped popcorn)
  • 1 tbsp vegetable oil
  • 1 stick butter
  • 1/4 cup corn syrup
  • 1 cup brown sugar
  • 1 tsp vanilla extract
  • 1/4 tsp salt
  • 1/2 tsp baking soda


Chocolate Cupcakes

  1. Preheat the oven to 350 degrees F. Line a muffin tin with 12 cupcake liners.
  2. In a small mixing bowl, combine the cocoa powder, flour, baking powder, baking soda and salt. Gently mix using a spoon.
  3. In a larger mixing bowl, combine the butter and sugar, beat using an electric mixer until fluffy. Add in the eggs and vanilla, lightly beat.
  4. Add in the sour cream and melted chocolate, mix by hand using a spatula.
  5. Add half of the flour mixture to the wet ingredients, do not dump it in, rather take spoonfuls of the flour mixture and gently shake it over the wet ingredients, as if you were sifting in the flour. Fold in the mixture until no flour remains. Repeat with the other half of the flour, folding it in and scraping the sides and bottom of the bowl to incorporate everything.
  6. Fill the cupcake liners 1/2 full with batter.
  7. Bake for 17-20 minutes or until a toothpick inserted in the center comes out clean.
  8. Allow the cupcakes to cool completely before adding the frosting.

Caramel Buttercream

  1. In a mixing bowl, combine the butter and vegetable shortening, beat using an electric mixer until fluffy. Add in the caramel sauce and salt, and gently mix by hand with a spatula. Begin to add the powdered sugar, about 1 cup at a time, mixing by hand. Continue adding powdered sugar until the frosting no longer looks wet and tastes good to you. Then I use my electric mixer one last time to make sure the powdered sugar is really incorporated and you're ready to frost!

Caramel Corn

  1. In a large pot over medium heat, add the vegetable oil and 3 popcorn kernels. Be sure to place the lid on the pot. Once the 3 kernels pop, add in the rest of the popcorn. Occasionally shake the pot to prevent kernels from burning. Remove the pot from the heat once the popping stops.
  2. Prevent the oven to 200º F.
  3. In a medium pot over medium heat combine the butter, corn syrup, and brown sugar, stirring constantly. Continue to stir until the mixture begins to boil/bubble. This may take up to 5-7 minutes, but eventually it will bubble. Once it starts to bubble, allow the mixture to continue to bubble for 4-5 minutes while constantly stirring. After 4-5 minutes, remove the pot from the heat. Quickly stir in the vanilla, salt and baking soda. The baking soda will cause the mixture to bubble and foam, and it will keep the caramel from becoming too hard.
  4. Pour the caramel over the popped popcorn and mix well.
  5. Evenly distribute the popcorn onto a baking sheet (or 2) and bake for 1 hour, stirring every 15 minutes. If you like crunchier popcorn, bake the popcorn longer. If you pull the popcorn out of the oven and once it cools it seems too soft, put it back in the oven to bake longer, that's an easy fix!

To assemble

  1. Place the caramel buttercream in a piping bag fit with your desired tip, I used the wilton 6B tip. Be sure to push the buttercream down into the bag, and twist the top a few times to secure the bag. Pipe the frosting onto the cupcakes, starting on the outside edge and progressively stacking the frosting as you go towards the center.
  2. Add a small handful of caramel corn to each cupcake, pushing the popcorn into the buttercream slightly. Drizzle with extra caramel sauce if desired.
Rich, moist chocolate cupcakes with caramel buttercream and topped with homemade caramel corn!


  1. These cupcakes look to die for! Love the salty sweet elements here :)

  2. I’ve never made caramel corn before – I think I need to start! These cupcakes look amazing!

  3. Your first time experience with caramel corn sounds like my first, second, third… time experience… BUT, eventually it all started to come together. :-D  

    I am loving the flavors and I can only imagine the awesome crunchy texture! NYUM!

  4. Wow! These cupcakes look heavenly. So many delicious floors and and full of yumminess. So good! 

  5. Ahhhh!!! How?! What?! Okay, dad’s next birthday, he is getting these! Caramel and cupcakes, and popcorn, oh my!

  6. What fun cupcakes! Love the caramel corn topping!

  7. Oh my word these look amazing. I love caramel anything and everything, so these will definitely do!!! :-)

  8. I’m such a texture girl and the crunchy popcorn on top of the soft cupcake looks absolutely dreamy to me! Love these Beth!

  9. I am always looking for  good cupcake recipe! These look fantastic! 

  10. So glad to hear that after all those attempts on getting the right cupcake and caramel corn, you finally made it! I would love to shove this in my face right now! Mmmm

  11. These are BEAUTIFUL Beth! Don’t you love it when hard work pays off? Pinned! 

  12. I’m a sucker for a good cupcake and these look so delicious!

  13. Girl you hit it out of the park every dang time. I think you’re my blog icon. Beautiful!

  14. You are seriously speaking my language right now. Chocolate, cake, and caramel corn?! Ohh, you can bet I’d take these down so fast! They look amazing!

  15. I remember your attempts at making the caramel corn earlier this year! I am so happy to see it here and can’t wait to sink my teeth into these!

  16. Beautiful cupcakes, Beth (as usual – nothing new to add). Love this popcorn addition. I would have eaten all the pop corn while (or before) assembling the cupcakes:)

    • Will.. we might have eaten a batch or two before the cupcakes actually got some popcorn!

  17. Wow wee! these cupcakes look incredible! I  am obsessed with caramel popcorn these days and just used them on top of pumpkin donuts. I swear they taste great on anything! ;)

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