This sweet and salty Fall Harvest Popcorn dessert is delicious, easy to make and the Harvest Blend M&M’s look so beautiful in the bowl.

Closeup on a red bowl filled with Fall Harvest Popcorn surrounded by Fall decorations.

Sweet, salty, and delicious, this yummy Fall Harvest Popcorn is a perfect treat for a crisp Fall night in front of the fireplace.  We hope your family loves it as much as ours did.

Preparing the Popcorn

Collage image showing the steps for making the homemade popcorn for the Fall Harvest Popcorn.

Step 1: You will need 10 cups of popcorn. We pop our popcorn on the stove (you can find our directions on How to Make Perfect Popcorn here) but you can use air-popped or microwave. 
Step 2: After the popcorn is popped, make sure to remove all of the un-popped kernels.  You don’t want to bite down on one of those! 
Step 3: Once you have made the popcorn, salt it liberally.  It is so nice to taste the salty popcorn with the sweet marshmallow coating.  Not quite like Kettle Corn but close.

Preparing the Marshmallow Mixture

Collage image showing how to make the marshmallow mixture for the popcorn.

Step 4: To make the Marshmallow Mixture, add 3 tablespoons of butter to a medium saucepan.  Melt the butter on medium heat, stirring occasionally until the butter is completely melted.
Step 5: Add 3 cups of mini marshmallows to the saucepan.
Step 6: Stir until the marshmallows are covered in butter, and then continue to stir until the marshmallows are completely melted.
Step 7: Take the marshmallow mixture off the heat as soon as the last marshmallow has melted.

Making the Marshmallow Popcorn

Collage image showing how to coat the popcorn in the marshmallow mixture.

Step 8 & 9:  Slowly pour about a third of the marshmallow mixture over the salted popcorn.
Step 10: Gently fold the marshmallow mixture in with the popcorn.  Continue to add the marshmallow mixture a bit at a time, stirring between each addition.
Step 11: The popcorn should be completely covered in the warm marshmallow mixture. 

Collage image showing how to pour the Marshmallow Popcorn out onto a cookie sheet to cool.

Step 12: Now pour the popcorn onto a cookie sheet covered with parchment paper, foil, or a Silpat liner.
Step 13: Use the spatula to even the popcorn out on the cookie sheet.

Candy Mix-In’s

Two white ramekins filled with Fall colored M&M's and Hershey's Drops candy.

Step 14:  Here is the candy that we added to our Fall Harvest Popcorn Popcorn.   We pulled out the Red, Yellow, and Brown candy’s from a regular bag of M&M’s.  We also added a handful of Hershey’s Drops and some Fall colored sprinkles.

Assembling the Fall Harvest Popcorn

Extreme closeup on a bowl of Fall Harvest Popcorn.

Step 15: Once the popcorn is covered in marshmallow mixture it is time to add the candy.  But don’t wait too long. You want the marshmallow mixture to still be warm and sticky so the candy will stick to it. Sprinkle the candy and the sprinkles onto the popcorn. Allow the Fall Harvest Popcorn to cool. Break apart into pieces and serve.

Expert Tips and FAQ’s

What kind of popcorn should I use?

We make our popcorn from scratch on the stove – nothing is better than that in our opinion.  You can find all the tips and tricks you need to make the perfect popcorn right here.  You can also use Microwave popcorn but you should use a type that has no butter flavoring added. 

How much salt should I put on the popcorn?

The contrast of sweet and salty in this popcorn recipe is super yummy.  To get that combination you should lean towards over-salting the popcorn.  We try to salt the popcorn as soon as it comes out of the pan so that salt sticks to the hot popcorn.

How long will the popcorn last?

Our family loves this popcorn so it has never lasted longer than a day at our house.  This popcorn definitely tastes the best right after it is made but will keep for a few days in an airtight container. The popcorn is a little chewier the next day because the popcorn absorbs some of the moisture from the marshmallow mixture but it still tastes good.

Closeup on a red serving bowl filled with Fall Harvest Popcorn.

Other Fall Dessert Recipes You Will Love

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Fall Harvest Popcorn

Yield 10 cups
Cook Time 10 minutes
Additional Time 5 minutes
Total Time 15 minutes

This sweet and salty Fall Harvest Popcorn dessert is delicious, easy to make and the Harvest Blend M&M's look so beautiful in the bowl.

Ingredients

  • 10 Cups of Popped Popcorn
  • 3 tablespoons Butter (Sweet Cream, Salted)
  • 3 cups Mini Marshmallows
  • Hershey's Drops Candy
  • Regular M&M's - Red, Yellow, Brown
  • Fall Colored Sprinkles

Instructions

  1. Pop 10 cups of popcorn and remove all of the un-popped kernels. Salt it liberally and set it aside in a large bowl.
  2. Add 3 tablespoons of butter to a medium saucepan.  Melt the butter on medium heat, stirring occasionally until the butter is completely melted.
  3. Add 3 cups of mini marshmallows to the melted butter.
  4. Stir until the marshmallows are covered in the butter, and then continue to stir until the marshmallows are completely melted.
  5. Take the marshmallow mixture off of the heat as soon as the last marshmallow has melted.
  6. Slowly pour about a third of the marshmallow mixture over the salted popcorn.
  7. Gently fold the marshmallow mixture in with the popcorn.  Continue to add the marshmallow mixture a bit at a time, stirring between each addition. The popcorn should be completely covered in the warm marshmallow mixture. 
  8. Now pour the popcorn onto a cookie sheet covered with parchment paper, foil, or a Silpat liner. Use the spatula to even the popcorn out on the cookie sheet.
  9. Once the popcorn is covered in marshmallow mixture it is time to add the candy.  But don’t wait too long. You want the marshmallow mixture to still be warm and sticky so the candy and sprinkles will stick to it. Sprinkle the candy onto the popcorn.  We decorated our popcorn with Yellow, Red, and Brown M&M's, Hershey's Drops Candy, and a liberal sprinkling of Sprinkles.
  10. Allow the Fall Harvest Popcorn to cool. Break apart into pieces and serve.

Did you Make this Recipe? Leave a review below, then snap a picture and tag @twosisterscrafting on Instagram so we can see it!