This popcorn ball recipe with marshmallows makes soft, gooey popcorn balls that hold their shape without becoming hard or hard or overly crunchy. Melted marshmallows, butter, powdered sugar and corn syrup create a sticky coating that clings to every kernel, while optional candy pieces make them extra festive for Halloween.
My mom made popcorn balls with me when I was growing up, and hers were always completely loaded with gooey marshmallows. That is still the texture I want from a homemade popcorn ball, so this version is intentionally chewy and marshmallow-heavy rather than coated in a hard candy syrup.
Halloween has always been one of my absolute favorite holidays, and making these brings back the homemade costumes, carved jack-o’-lanterns and constant stream of festive treats my mom created for us. Now I get to continue that tradition with an easy, hands-on recipe that is so much fun to make with my kids, even now that they are teenagers!
If you love nostalgic Halloween treats as much as I do, my 5-minute Halloween Snack Mix is another easy recipe to make for parties and movie nights.

Why This Recipe Works
- They stay soft and gooey. Marshmallows give these popcorn balls a chewy, sticky texture instead of the hard coating found in old-fashioned versions made with cooked sugar syrup.
- The coating holds everything together. Light corn syrup helps the marshmallow mixture cling to the popcorn so the balls keep their shape as they cool.
- You only need five base ingredients. Popcorn, marshmallows, butter, powdered sugar and corn syrup come together in about 30 minutes.
- They are easy to shape. A little nonstick cooking spray on your hands keeps the mixture from sticking while you form the popcorn into balls.
- Kids can help customize them. Mix in candy pieces, sprinkles or a few drops of food coloring to turn this simple popcorn ball recipe into a festive Halloween treat.
- Halloween doesn’t get to have all the fun. Wrap these individually for birthday parties, movie nights, neighbor gifts or classroom celebrations where homemade treats are allowed.
Ingredients for Marshmallow Popcorn Balls

Popcorn. Use 12 cups of plain popped popcorn, which requires approximately 1/2 cup of unpopped kernels. Air-popped or stovetop popcorn works best. Avoid heavily buttered or seasoned microwave popcorn because its added flavoring can compete with the sweet marshmallow coating. Remove any unpopped kernels before continuing.
Light corn syrup. Corn syrup helps create a smooth, glossy coating and keeps the popcorn balls soft and gooey. It also helps the balls hold their shape as they cool.
Butter. Butter adds richness and balances the sweetness of the marshmallow coating. Salted or unsalted butter will work.
Powdered sugar. Powdered sugar sweetens and thickens the marshmallow mixture, helping it coat the popcorn and hold the balls together.
Marshmallows. Mini marshmallows melt the fastest and most evenly, but regular marshmallows can also be used. Measure the marshmallows by volume rather than counting them.
Candy pieces. Candy is optional, but it makes these especially fun for Halloween. Try M&M’s, finely chopped miniature candy bars, candy corn, sprinkles, chocolate chips or chopped nuts. Allow the coated popcorn to cool slightly before adding chocolate candy so it does not completely melt.
How To Make Popcorn Balls With Marshmallows

- Prepare the popcorn. Pop approximately 1/2 cup of kernels to make 12 cups of popcorn. Place the popped popcorn in an extra-large bowl and carefully remove any unpopped kernels.

- Combine the coating ingredients. Add the light corn syrup, butter, powdered sugar and marshmallows to a large saucepan.

- Melt the marshmallow mixture. Cook over medium heat, stirring frequently, until the marshmallows have melted and the mixture is smooth and just beginning to bubble.

- Coat the popcorn. Carefully pour the hot marshmallow mixture over the popcorn. Stir gently with a wooden spoon or sturdy spatula until every kernel is coated.

- Add the candy. Immediately add up to 2 cups of candy pieces while the mixture is still warm and easy to stir.

- Fold everything together. Gently stir until the candy is distributed throughout the coated popcorn. Some chocolate-based candy may soften or create streaks in the mixture.

- Shape the popcorn balls. Allow the mixture to cool just until it is safe to handle. Coat your hands with nonstick cooking spray, then firmly press approximately 1 cup of the mixture into a 3- to 4-inch ball. Arrange the balls on wax paper or parchment paper.

- Let them set. Allow the popcorn balls to cool completely. If they begin to loosen, gently press them back into shape before the marshmallow coating sets. Wrap each cooled ball tightly in plastic wrap.
Recipe Notes
- Remove unpopped kernels. Check the popcorn carefully before adding the coating. Biting into a hidden kernel can be unpleasant, especially when serving these to children.
- Work while the mixture is warm. Once the coated popcorn is cool enough to handle safely, shape the balls promptly. The mixture becomes more difficult to form as it cools.
- Prevent sticky hands. Coat your hands lightly with nonstick cooking spray before shaping. Reapply as needed.
- Press the balls firmly. Gently compress the mixture rather than loosely rolling it. If a ball starts to separate, reshape it before it cools completely.
- Make bite-size treats. Shape the mixture into smaller balls and insert a lollipop or lollipop stick or wooden popsicle stick before they cool. These are especially fun for parties.
- Add sprinkles. If you are skipping the candy, fold colored sprinkles into the popcorn or press them onto the outside of each ball while the coating is still tacky.
- Create pumpkin popcorn balls. Stir a few drops of orange food coloring into the melted marshmallow mixture before pouring it over the popcorn. Shape into balls and press a Rolo or small piece of black licorice into the top of each one to create a stem.
- Change the colors. Add 3 to 5 drops of food coloring to the warm marshmallow mixture. For a swirled effect, divide the coating among a few bowls, tint each one a different color and drizzle them separately over the popcorn before gently mixing. This will preserve the individual colors better than swirling them together in the saucepan.
Popcorn Ball Mix-In Ideas
The recipe can accommodate up to 2 cups of candy pieces, but you may need much less when using sprinkles, nuts or smaller mix-ins. Choose one favorite or combine a few:
- M&M’s or Reese’s Pieces
- Chopped Oreos
- Chopped Reese’s Peanut Butter Cups
- Graham cracker pieces
- Chopped candy bars, such as Twix, Snickers, Milky Way or Butterfinger
- Candy corn
- Raisins or chocolate-covered raisins
- White, milk or semisweet chocolate chips
- Chopped peanuts, pecans or almonds
- Colored sprinkles
- Mini marshmallows
Have all mix-ins measured and ready before making the coating. Fold them in while the mixture is still warm and workable. Some chocolate candy may soften or create streaks in the popcorn. Avoid adding more than 2 cups, which can make the popcorn balls difficult to hold together.

How Do You Make Popcorn for Popcorn Balls?
Air-popped, stovetop or plain microwave popcorn can all be used for popcorn balls. If you are starting with kernels, approximately 1/2 cup will produce the 12 cups needed for this recipe.
Follow my complete stovetop popcorn instructions, then let the popcorn cool and remove every unpopped kernel before adding the marshmallow coating.
Can You Make Popcorn Balls Ahead of Time?
Yes. Popcorn balls can be prepared one or two days before serving. Once completely cool, wrap each one tightly in plastic wrap and place them in an airtight container at room temperature. Individual wrapping keeps them from drying out or sticking together.
Can You Make Popcorn Balls With Microwave Popcorn?
Yes, microwave popcorn can be used to make popcorn balls. Choose plain, unbuttered popcorn so its seasoning does not compete with the sweet marshmallow coating.
You will need 12 cups of popped popcorn, which is typically two standard-size microwave bags, although yields vary by brand. Measure the popcorn after popping and remove any unpopped kernels.
How Long Do Popcorn Balls Stay Fresh?
Marshmallow popcorn balls stay fresh for up to seven days when wrapped individually and stored in an airtight container at room temperature. For the softest, freshest texture, enjoy them within the first two or three days.
Do not refrigerate them. Moisture in the refrigerator can make the popcorn lose its crisp texture and become chewy.
Why Are My Popcorn Balls Falling Apart?
Popcorn balls may fall apart if the coating cooled too much before shaping or if the mixture was not pressed together firmly enough. Shape them while the coating is still warm and tacky, using greased hands to compress each ball gently. If they loosen while cooling, press them back into shape before the coating sets.
Why Are My Popcorn Balls Not Sticky?
The popcorn may not become sticky enough if more than 12 cups is used or the marshmallow mixture is not heated until completely melted and smooth. Measure the popped popcorn before beginning and stir the coating until it just starts to bubble. Be careful not to overheat it, which can make the finished popcorn balls firmer than intended.
More Halloween and Fall Treats
- These soft Pumpkin Cookies with Cream Cheese Frosting are filled with warm fall flavor and topped with a smooth, tangy frosting.
- Pumpkin Pie Bars deliver the familiar flavor of pumpkin pie in an easier-to-serve form.
- Add these Minion cupcakes with Twinkies to your Halloween dessert table for another colorful, kid-friendly treat that requires no fondant.
- Pumpkin Layer Cake is a festive dessert for Halloween parties, fall gatherings or Thanksgiving.
- This colorful Candy Corn Cake reveals candy-corn-inspired layers when you cut into it.
- Caramel Apple Cupcakes combine two favorite fall flavors in one party-ready dessert.
- Turn the seeds from your carved pumpkins into crunchy Roasted Pumpkin Seeds for an easy savory snack.
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Popcorn Ball Recipe With Marshmallows
Ingredients
- 12 cups plain popped popcorn from approximately 1/2 cup unpopped kernels
- 1/2 cup light corn syrup
- 1/4 cup butter
- 2 cups powdered sugar
- 2 cups mini marshmallows
- 2 cups candy pieces optional; use less if desired
- Nonstick cooking spary for shaping
Instructions
- Prepare the popcorn. Place 12 cups of popped popcorn in an extra-large bowl. Carefully remove any unpopped kernels and set the bowl aside.
- Make the marshmallow coating. Combine the corn syrup, butter, powdered sugar and marshmallows in a large saucepan. Cook over medium heat, stirring frequently, until the marshmallows have melted and the mixture is smooth and just beginning to bubble.
- Coat the popcorn. Carefully pour the hot marshmallow mixture over the popcorn. Stir gently with a wooden spoon or sturdy spatula until the popcorn is evenly coated.
- Add the candy. Immediately fold in the candy pieces, if using, while the mixture is still warm and workable. Some chocolate candy may soften or create streaks throughout the popcorn.
- Let it cool briefly. Allow the coated popcorn to cool just until it is safe to handle. The marshmallow mixture will be very hot when it first leaves the saucepan, so an adult should handle the cooking, pouring and initial stirring.
- Shape the popcorn balls. Coat your hands with nonstick cooking spray. Scoop out approximately 1 cup of the mixture at a time and gently press it into a 3- to 4-inch ball.
- Let them set. Place each popcorn ball on wax paper or parchment paper to cool completely. If the balls begin to loosen, gently press them back into shape before the coating sets.
- Wrap and store. Once completely cool, wrap each popcorn ball tightly in plastic wrap. Store at room temperature for up to seven days.
Video
Notes
- The yield may vary. This recipe makes approximately 9 to 10 large popcorn balls, depending on how tightly they are packed and the amount of mixture used for each one.
- Remove every unpopped kernel. Check the popcorn carefully before adding the marshmallow coating, especially when serving the popcorn balls to children.
- Work while the mixture is warm. Once the popcorn is cool enough to handle safely, shape the balls promptly. The coating becomes more difficult to form as it cools.
- Prevent sticky hands. Coat your hands with nonstick cooking spray before shaping and reapply as needed.
- Make smaller treats. Shape the mixture into bite-size balls and insert a lollipop or wooden popsicle stick before they cool completely.
- Make pumpkin popcorn balls. Add a few drops of orange food coloring to the melted marshmallow mixture. Press an unwrapped Rolo or a small piece of black licorice into the top of each ball to create a stem.
- Add color. Stir 3 to 5 drops of food coloring into the warm coating. For a multicolored effect, divide the coating among a few bowls, color each portion separately and drizzle them over the popcorn before gently mixing.Shape the popcorn balls as soon as the mixture is cool enough to handle safely. It needs to remain warm and tacky in order to hold together.
Nutrition

Megan Porta is a comfort food recipe creator who specializes in easy family meals and Instant Pot desserts, and the founder of Pip and Ebby. She has been cooking for three decades and developing recipes for over fifteen years, helping home cooks make reliable, cozy recipes for real life.


This was such a perfect recipe and treat for a party we hosted this weekend. Thank you for the recipe!!
Yay Marsha, I’m so happy to hear this!!