Pop and measure your popcorn.

Pour the popcorn into a large paper grocery sack. I use a papersack for mixing, for ease of clean-up.

In a medium saucepan.. bring the sugar, corn syrup, butter & salt to a boil.

As soon as the mixure starts to boil, set the timer for 3 minutes. Boil and continue stirring for the full 3 minutes.

As soon as the 3 minutes of boiling is complete, remove from heat and stir in the baking soda.

After adding the baking soda.. the mixture will 'froth'... this is totally normal

Pour the mixture over the measured popcorn that it is in the paper sack.

I use a wooden spoon to mix the carmel corn.

Using buttered hands, form the carmel corn into desired ball shape. I kind of squeeze the balls to make them firm. Caution, the mixture will be hot.

If you do not want to make the balls.. and would prefer to have a bowl of carmel corn, then I use 4 heaping qts of popcorn instead of the three. It all tastes GREAT!