Total Time
Prep 5 mins
Cook 5 mins

During high school my best friend and I used to make a giant bowl of this and pop in a Disney movie and have a blast. This stuff is so amazing! I don't remember where I got the recipe but whoever came up with it is a genius.

Ingredients Nutrition


  1. Pop the popcorn and set aside.
  2. Melt butter and brown sugar together in medium saucepan.
  3. Add marshmallows and stir until melted (constant stirring recommended, this can burn quite easily).
  4. Pour over popcorn and stir until mixed.
  5. Enjoy!
Most Helpful

This recipe was so easy and delicious. This one will definitely become a household favorite.

Food-Ologist October 10, 2013

Yum! I made this today and brought it to work with me because I might have eaten the entire bowl for breakfast if I didn't! I'm pretty sure that my coworkers felt the same way about it, because the bowlful was reduced to a small handful of crumbs in no time flat. I'll definitely be making this again, that's for sure, calories be damned! LOL Thanks for posting! :) Made for PAC Spring '10

Muffin Goddess April 20, 2010

Appreciate the fact that this is, indeed, soft & gooey! I have a definite love affair with popcorn, (even though it drives me crazy in between my teeth!). This is going into my best liked recipes book! Thnx for sharing your recipe, AshleyMiranda. Made for PAC Spring 2010. You've been adopted!

Darkhunter April 17, 2010