If you’re on the hunt for a snack that’s wildly addictive and easy to whip up, Marshmallow Popcorn is about to become your new best friend. A delightful blend of gooey marshmallow, sweet brown sugar, and salty, crisp popcorn, this treat comes together in just 15 minutes and will have everyone grabbing handful after sticky-sweet handful. It’s the ultimate answer for parties, movie nights, last-minute sweet cravings, or even just a cozy night in. Prepare to watch this irresistible snack disappear right before your eyes!

Ingredients You’ll Need
Making Marshmallow Popcorn takes only a handful of pantry staples, but each one does some serious heavy lifting. Expect glorious gooeyness from marshmallows, richness from butter, and a perfect sugary crunch from brown sugar, all brought together by crisp popcorn. You probably have most of these ready to go!
- Popcorn: Use 13 to 16 cups of lightly salted, pre-popped corn for that perfect crunchy base—Skinny Pop works beautifully and saves time.
- Butter: One cup of butter adds a rich, creamy finish and helps the marshmallows melt smoothly.
- Mini Marshmallows: A full 16-ounce bag ensures everything gets coated in that dreamy, gooey, sticky-sweet goodness.
- Light Brown Sugar: Three-fourths of a cup brings a warm, caramel-like sweetness that perfectly balances the salty popcorn.
- Optional Vanilla: Just a half teaspoon adds a beautiful hint of flavor and rounds out the marshmallowy sweetness.
- Flake Sea Salt: A pinch sprinkled over top pops the flavors and keeps things from getting too sweet.
- Mini M&Ms: A half-cup scattered over adds a playful pop of color and delightful bites of chocolate.
How to Make Marshmallow Popcorn
Step 1: Prep Your Popcorn
Pour 13 to 16 cups of popped, lightly salted popcorn into a very large mixing bowl. If a few sneak into your mouth, who can blame you? Just make sure to remove any unpopped kernels so nobody gets a dental surprise later.
Step 2: Melt the Butter and Marshmallows
In a big saucepan over medium-low heat, melt the butter first, then add the mini marshmallows. Stir gently but continuously as they melt together into a smooth, luscious mixture. The scent alone will bring everyone running to the kitchen.
Step 3: Add Brown Sugar and Vanilla
Once the butter and marshmallows have melted to gooey perfection, sprinkle in the packed brown sugar and give it a good stir. Let it dissolve for just about a minute—no need to let it bubble. If you’re feeling fancy, stir in a splash of vanilla right after you take the pan off the heat.
Step 4: Coat the Popcorn
Pour that gorgeously warm marshmallow mixture all over your waiting popcorn. Immediately begin stirring with a wide spatula (or use clean, buttered hands if you’re feeling brave) until every last fluffy kernel gets a glossy, sweet sheen. If it looks too gooey, add a little more popcorn until you reach your perfect ratio of sticky to crunchy.
Step 5: Spread and Top
Once it’s evenly coated, spread the Marshmallow Popcorn out onto a sheet of wax paper. Now’s your chance to get creative: sprinkle with flake sea salt for a sweet-salty contrast, or scatter colorful mini M&Ms for a playful, extra-sweet finish. Let it cool just a bit so the outside sets up, but don’t wait too long—this treat is best enjoyed fresh!
How to Serve Marshmallow Popcorn

Garnishes
The simplest way to elevate Marshmallow Popcorn is with a sprinkle of flake sea salt, which cuts through the sweetness and adds a lovely crunch. Or toss on some mini M&Ms, rainbow sprinkles, or even a drizzle of melted chocolate for true wow-factor. A dusting of cocoa powder or crushed freeze-dried fruit can take it in a whole new (and utterly delicious) direction.
Side Dishes
This snack is stellar all on its own, but for a full-blown movie night, pair it with bowls of fresh fruit, chocolate chip cookies, or salty pretzel bites. Balance out the sweetness with a cheese platter or crunchy veggie sticks—this keeps snackers happy and gives everyone something a little different to nibble on in between bites of Marshmallow Popcorn.
Creative Ways to Present
For parties, pile the Marshmallow Popcorn high in a giant bowl and let everyone serve themselves, or portion it into cute paper cones or mini treat bags for easy grab-and-go snacking. For school lunches or bake sales, use cupcake liners or tuck generous handfuls into small cellophane bags tied with a ribbon—the colorful options with mix-ins like mini candies are especially eye-catching!
Make Ahead and Storage
Storing Leftovers
If you somehow manage not to finish the whole batch in one sitting, store leftover Marshmallow Popcorn in an airtight container or a zip-top bag. Leave it in a cool, dry spot, and it should stay delightfully chewy and crisp for up to two days—any longer, and it might start to lose its magic crunch.
Freezing
While freezing is not ideal for Marshmallow Popcorn (the texture just isn’t the same once thawed), you can experiment by freezing tightly-sealed portions for up to a month. Just know that when it thaws, it will be a bit softer and stickier, but still absolutely edible (and kids probably won’t notice the difference).
Reheating
If your Marshmallow Popcorn gets a bit too firm, simply spread it on a baking sheet and pop it into an oven at the lowest heat for a few minutes. Alternatively, a few seconds in the microwave will revive its melty magic—just keep an eye on it, as melted marshmallow can go from perfect to scorched pretty quickly.
FAQs
Can I make Marshmallow Popcorn with regular marshmallows instead of mini?
Absolutely! Just chop up large marshmallows to help them melt quicker and more evenly. The key is to measure by weight to ensure you get the right ratio of gooeyness.
Is there a way to make this recipe dairy-free?
Yes! Swap out the butter for a vegan buttery spread or coconut oil, and make sure your marshmallows are vegan-friendly. The results are still totally delicious—just a bit different in taste and texture.
How do I keep Marshmallow Popcorn from sticking to my hands while shaping or serving?
Lightly butter your hands or spritz them with a bit of nonstick spray before handling. It works wonders and makes shaping into balls or transferring into bags a breeze.
Can I add other mix-ins besides M&Ms?
Definitely—get creative! Try chopped nuts, dried fruit, chocolate chips, crushed cookies, or even a sprinkling of your favorite spice blend. Marshmallow Popcorn is a fantastic canvas for tasty personal twists.
What’s the best way to serve Marshmallow Popcorn at a party?
Cute individual snack bags, cupcake liners, or cones make serving a cinch, especially if you want to avoid sticky hands. Set up a DIY topping bar for guests to add their own garnishes for an interactive (and messy!) dessert experience.
Final Thoughts
If you’ve never tried making Marshmallow Popcorn, you’re in for a sensational treat that’s as fun to make as it is to eat. It’s quick, customizable, and guaranteed to be a crowd favorite every single time. Don’t wait for a special occasion—grab those marshmallows and popcorn and experience snack-time joy like never before!
PrintMarshmallow Popcorn Recipe
Gooey marshmallow popcorn made with just 4 ingredients in 15 minutes! This mouth-watering treat is sweet, salty, and crunchy.
- Cook Time: 15 minutes
- Total Time: 15 minutes
- Yield: 16 servings
- Category: Snack
- Method: Stovetop
- Cuisine: American
- Diet: Vegetarian
Ingredients
Popcorn:
- 13 to 16 cups popcorn, lightly salted (such as SkinnyPop)
Marshmallow Mixture:
- 1 cup butter
- 16 ounces mini marshmallows
- 3/4 cup packed light brown sugar
- Optional: 1/2 teaspoon vanilla extract, flake sea salt, 1/2 cup mini M&M’s
Instructions
- Add popcorn to bowl: Pour 13-16 cups popped popcorn into a large bowl.
- Melt butter and marshmallows: In a large pan over medium-low heat, melt 1 cup butter and 16 ounces mini marshmallows.
- Add brown sugar then coat popcorn: Once the butter is melted, stir in 3/4 cup brown sugar until dissolved (about 1 minute). Remove from heat, add 1/2 teaspoon vanilla if desired. Let sit, then pour over the bowl of popcorn. Stir until completely coated. Add more popcorn as needed.
- Spread on wax paper: Spread the coated popcorn on wax paper. Sprinkle with salt or M&M’s if desired.
Notes
- Store in an airtight container or ziplock bag.
- Best served fresh or within the next 2 days.
- To halve the recipe, use 7-8 cups popcorn, 1/2 cup butter, 8 oz marshmallows, and 1/3 cup brown sugar.
Nutrition
- Serving Size: 1 serving
- Calories: Approximately 250 kcal
- Sugar: Approximately 20g
- Sodium: Approximately 150mg
- Fat: Approximately 12g
- Saturated Fat: Approximately 7g
- Unsaturated Fat: Approximately 5g
- Trans Fat: 0g
- Carbohydrates: Approximately 33g
- Fiber: Approximately 1g
- Protein: Approximately 1g
- Cholesterol: Approximately 25mg