Popcorn Cake

This Popcorn cake is one of the most popular recipes on my site since 2009! Gooey, sweet and salty perfection!

This, my friends, is what you call a “Popcorn Cake”. If you’re not a little bit intrigued by this you might need to check your cool kid card at the door.

There is no way that you could frequent this little website of mine and not have the potential of this buttery, salty, sticky sweet cake dotted with M&M’s make your heart skip a beat or three.

This is “want to” food, not “have to” food. It’s a choice you make…

Like we all watch the news and weather because it’s best to know how to dress for the day, or who’s the vice president. But the Bachelor and the Housewives are pure “want to”. Get it?

This cake is the food equivalent to The Bachelor.

I mean, look at this gooey gorgeousness…

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

The execution is rather simple. Take a look…

You have popcorn, candy, pretzels and melted marshmallow…

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

Also don’t feel like you’re stuck with M&M’s and pretzels. Sub in chopped Snickers, or Kit Kats…or use potato chips instead of pretzels…or even Rice Krispies to give it some extra crunch!

Also remove any extra kernels from the popcorn that didn’t pop. Broken teeth aren’t cute y’all.

Just stir up the mixture…

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

And then press it into a lightly greased bundt or tube pan.

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

Press it down using a sprayed piece of parchment paper…

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

And let it cool for a about an hour, so it will slice nicely…

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

Then just invert the pan onto a plate and you’re done!

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

This is such a fun alternative to a cake at a party!

This Popcorn Cake is chewy, gooey, sweet and totally over the top! It's such a simple and fun alternative for a party cake!

This has been one of my most popular recipes on the site since 2009 for good reason! Such a fun dessert!


Popcorn Cake

  • Author: Cookies & Cups


  • 2 bags of microwave popcorn, popped with unpopped kernels removed
  • 2 cups M&M’s
  • 1 1/2 cups broken pretzel sticks
  • 16 oz mini marshmallows (8 cups)
  • 1/2 cup butter


  1. Prepare a large tube or bundt pan by spraying with cooking spray.
  2. You start with 2 bags of buttered microwave popcorn in a large bowl.
  3. Pick out the kernels that didn’t pop.
  4. Now mix in 2 cups of M&M’s and 1 1/2 cups broken pretzel sticks.
  5. Now melt 1 stick of butter over low in a large saucepan or microwave.
  6. When melted add in a 16 oz bag of mini marshmallows (8 cups)
  7. Stir until melted and smooth and remove from the heat.
  8. Allow it to cool for about 2 minutes, while stirring constantly and then pour it over your popcorn mixture.
  9. Stir until all the ingredients are combined and then press into the prepared pan.
  10. Cover with foil and let your cake set for at least an hour to cool.
  11. When you are ready to serve the cake loosen sides of your cake from the pan by running a butter knife around the edges.
  12. Flip your pan over onto your serving platter.
  13. Your cake should come out pretty easily.
  14. You want it to cool completely so it will cut easily.
  15. Cover tightly and store for up to 1 day.


store airtight for up to 2 days. Best if eaten same day as made.


168 Responses

  1. Kristan


    I made marshmallow treats quite some time back, they were a bit like this and were very yummy!! I bet this tastes AMAZING!!

    I finally watched last mondays episode of the Bachelor, and seriously, they need to cut Brad a break. I was about to slap some fools around if I heard "are you ready to commit" or "are you sorry" one more time!!

  2. Jenn @ BentoForKidlet

    Ohh goodness that looks amazing!!! Definately something to eat while watching the Bachelor πŸ˜€ I hope he and the vampire make it…she's so freaky and he is such a dope…perfect match πŸ˜€

  3. Kori

    I saw something like this a couple weeks ago and just loved the idea! It's still on my "to make" list, and I think it might have moved up a few spots after seeing yours… It sounds so good! Happy Monday πŸ™‚

  4. Susan

    My favourite dirty snack is a bag of M&Ms thrown into a freshly-popped bag of buttery popcorn, so I'm going to have to try this!

  5. carrie1

    This looks AMAZING! might have to make this, this weekend for my boyfriends homecoming party! =) So far all I have down for the food list are sweets… I'm thinking I need a little more substance in there too.

  6. Vi

    You're blog should be a sin! I love it! I was searching for cake ideas for my daughters fourth birthday and found your amazing blog! Newly addicted to following your blog!

  7. (Nicole) The Very Hungry Caterpillar

    how fun and creative. looks divine. I also thought the whole vampire girl was crazy. I do not think they were just a joke that night I saw them in clips from later. nuts!! Thanks for sharing!

  8. Tegan Aubrie

    I was just thinking that would be the perfect 'Welcome home' treat for my fiance after coming home from a 2 week business trip– but if it's probably only good for a day or so, I should wait until there are more than 2 of us around to eat it. Otherwise I'll feel bad and want to eat the entire thing… πŸ™‚

  9. Lauren @ Crave. Indulge. Satisfy.

    YUM! Looks amazing! Have you seen the previews this week with Bachelor Brad and the vampire all dressed up in black leather…she needs to go ASAP! Unfortunately I'm going to miss tonight's episode we are going to some friends house to watch that College Football Championship game…

  10. Kristie Maynard

    OMG!!!!! this looks sooooo stinkin' yummy. I have a "potluck crop" to go to at my local scrapbooking studio and I will have to take this. Thanks for the great idea. Can't wait to try it!!!

  11. Mara...

    Oh my goodness! this would be an awesome treat at a sleep over!! I am putting this on my to-bake list!

    and I LOVE me some Bachelor!!! I cannot wait for my kids to get in bed tonight so I can watch.

  12. Patti

    YUM!!! The mother in law of a friend of mine makes these every year for Christmas. I think I look forward to it just as much as she does! LOL Thanks for sharing the recipe! I now have inspiration to use up all the Boy Scout popcorn my hubby bought, the pretzels left over that nobody will eat plain and the marshmallows that never made it into batches of fudge at Christmas. And then of course there's the great excuse to go buy more M&Ms!! πŸ™‚

  13. Trainer T.s Fitness

    Have I told you I l-u-u-v-e you lately?

    Awesome I will try this, fast fun and colorful now your talking my lingo.


  14. betchacanteatjustone

    My husband LOVES popcorn cake and we make it with the kdis about once a year. He likes to add jujubes to it (I'm worried someone's going to lose a tooth to one of those jujubes) but it is SO sticky sweet delicious!

    I love the look of making it in a bundt pan!!

  15. Ambrosia

    I hope this isn't too soon, but I think I love you. πŸ˜‰ This looks unbelievable!!! My son is having a bday sleepover in 2 wks. He HATES cake and asked that I don't make or buy one. This is a perfect alternative!!!

  16. Kate H.(www.sprinkletherapy.blogspot.com)

    I have guests coming to stay with us this weekend and I just might make this! It's so colorful & cute!

  17. Avril

    I LOVE this cake!!!! When I first read the title of your post I thought that maybe it would be a cake with "popcorn" made out of frosting ontop of a cake….I had no idea that it would actually be cake made out of popcorn! LOVE it! AND can't wait to make one myself. πŸ™‚

  18. TCahal

    Delish!!! Nothing beats chocolate and popcorn with a splash of pretzels and a heaping load of marshmallows!!! I actually make my popcorn balls with popcorn and marshmallows and the powder from the jello packets for color and flavor so this is right up my ally!!
    Thanks for sharing!

  19. Kendall & Kellen

    This was my birthday cake every year when I was a child. But my Mom made it with cheese and butter popcorn (my bday is right after Christmas so we always had left over popcorn from those big tins they sell), and mixed in skittles, peanuts, and hot tamales. I don't like chocolate- I know I'm weird!!!! She makes it with whatever ingredients we have on hand. It's still one of my favorites, my Mom surprised me with one last time I was home.

  20. Diane {Created by Diane}

    Such a great post. When my kids were little I use to make these all the time, I'm sure they'd like me to make some again. I made many one year and brought one to every party we seemed to go to, everyone got a kick out of them. I like peanuts in them too πŸ™‚ never tried pretzels, the possibilities are endless!!! I colored one pink too.

  21. Monet

    This is so much fun! I was completely intrigued when I saw this post in my google reader (especially since I was just finishing a big bowl of popcorn!) This looks like a dream! I would love to make this for a movie night. All those theater goodies in one delicious cake. Thanks for sharing, sweet friend. Eat well tomorrow!

  22. Luxie

    This cake is so yummy!! My grandma makes this and she melts milkmaid caramels with the marshmallows, so yummy! I'm gonna try with the pretzels, sounds goood!!

    Greetings from Mexico πŸ™‚

  23. grace

    you're onto something here–this is incredible! not only does it LOOK amazing, but it's relatively sinless and oh-so-delicious. bravo!

  24. Lynn

    I don't whether to thank you or not!! ahhh.. I keep saying this, either I need to quit looking or quit making, b/c this is so going in my stash of to do!!! Thanks for sharing!!!

  25. rjtmom

    Saw this "cake" yesterday and could not wait to make it! I made it tonight and we are waiting for it to cool before we dive in! πŸ™‚

  26. Ammie

    My mom made these for us on a regular basis when we were young!! She always used those small, gummy raspberry candies as well as nuts. Sometimes she would use Reese's pieces instead of M&M's. Yum! Thanks for reminding me of a fond childhood memory!!

  27. Molly Smith

    This is the most fun dessert/snack thing I have seen in a long time. I'm not that good in the kitchen, but believe I can make this with my two granddaughters! Thanks for sharing!

  28. Molly Smith

    That was silly to say I'm not good in the kitchen and here I am a new follower. I have four daughters and they ALL love for me to send my favorite recipe blogs. I am a retired baker πŸ™‚

    Love your blog and appreciate your time with all your photos.

  29. Tami B.

    I saw a link to your popcorn cake on another site and had to "pop" over (sorry, couldn't resist)to check it out. Yeah baby, now that's my kind of snack. I'm a new follower.

  30. Kristen

    I saw this popcorn cake on another blog this morning. My kids' favorite snack is popcorn with m n m's and pretzels. They are going to go crazy when I make this for them. Thanks so much for sharing!

  31. TuttleTime

    As a sweet tooth, I am so excited to have found your blog…during a Party blog hop! How cool is that?! I think my son would love this salty sweet is the best stuff! Mmmmmmm…looking forward to more ideas. Following your blog.

  32. Luv 2 Create

    I came over from a papercrafting blog hop that had a picture of this cake and it intriged me. I have always loved the old fashion rice crispy bars. Never thought to use popcorn but I will definitely have to give this a try!! I found your blog interesting and just became a follower. Looking forward to more of your ideas. I love to bake.

  33. Latinacreativa

    Now I know what I want for my birthday this year…& quite possibly any other occasion that would justify eating sugary-covered goodness…YUMM!

  34. Ambrosia

    I made this Saturday for my big guy's 8th birthday (I have a kid who hates cake?!?!). This was just perfect! It was a huge hit with the adults, too! Thank you so much for sharing – when I get a blog post up, I'll link back to you!

  35. bridget {bake at 350}

    You know, I had heard of popcorn cakes, but have never SEEN one. Oh my goodness….that is genius! THANK YOU for making one. πŸ™‚ Going to have to try it!

  36. Melody

    Oh my gracious. Popcorn, M & M's, butter & marshmallows in one cake??! All my favorite things in one place. I may die and go to Heaven when I taste that. I'm thinking peanut butter M & M's might be yummy too!

  37. Amie {Kitty Cats and Airplanes}

    Oh my gosh…this looks so fantastic I can hardly contain myself! I LOVE popcorn, this cake speaks to me!

  38. Marco

    I made this for my girlfried as a birthday present since she loves popcorn. It was a success. Every gust wanted to know the recipe.


  39. Elmarie Marais

    Good day, I was just wondering, how much is a “Stick Butter”. In South Africa you buy your butter in block of 500gram (a pound) and 1kg (2 pounds). Please let me know.

  40. I absolutely LOVE this idea! I am going to do this but with only pink m&m’s for a baby shower! Do you know if I can make it the day before and will it still slice well? thanks!!!!

    1. shelly

      If you make it the day before make sure you seal it tightly…I recommend making the day of…but if you’re in a pinch and want to make it early airtight is essential!

  41. TRISH

    I have always eaten Reeses Pieces in my popcorn, so I think I will try this with those instead of M&M’s. And maybe chocolate covered pretzels???!!!

  42. Tonya

    Oh My, this looks wonderful. My son does not like cake and cupcakes, but he loves popcorn, pretzels and chocolate candies. I am so making this for my sons 3rd birthday next Friday and Saturday. It looks scrumdiliocious.

  43. Serena

    Made this for a birthday party this weekend. Froze the m-n-m’s first so they wouldn’t explode and mess chocolate everywhere. Turned out perfect!!! Thanks!!

  44. Mary

    I use to make this all the time to send in with my children to school events. It was always the most popular item!! (My children are now in their 30’s and they still talk about it!) In order to promote the health aspect of it (after all corn is a vegetable) I always added raisins so they would get their fruit too! The only candy I would add was gum drops which added another level of gooiness to it!

  45. this was delish! but i made it for my friend with celiacs disease because the comment said it was gluten free! but once she saw the pretzels, she couldnt eat it. that was my dumb mistake! but not gluten free if you use regular pretzels! so i ate it.

  46. OMG I think I just got a toothache by looking at these photos but I think it might just be worth it. My little nieces would love this. You’re a genius! πŸ˜€

  47. Karen

    This is a great idea and one the short person in my house would lurve! Wonder if this would work to replace the marshmellow with white bark? Have a wierd allergy to marshmellows. πŸ™

  48. I made a popcorn cake this week and my kids LOVED it! They each took a piece to school for lunch and told all their friends about Popcorn Cake. Thanks for the recipe.

  49. gail

    Your a genius! Not because of this popcorn cake (well ok, that too), but you blew my mind with the whole tv, news, junk food analogy! Balance…. it’s what we live by. πŸ˜€

  50. Ashley Stevens

    Just so you know, my family and I loved making and eating this. It was so much fun and I got so many recipe requests! In fact, I love this entire website. I love baking, and you’ve given me so many different recipes to try! thank you!!

  51. Catherine

    I made this and am disappointed with the results. The marshmallow melted all of the m&ms and the cake is brown and messy looking.

    1. shelly

      Sounds like the marshmallow was really really warm when you poured it on. That hasn’t ever happened to me, but I would say just let it sit a minute or two before pouring over the popcorn mix next time..I’ll add a note in the recipe.

      1. Catherine

        Good thought, I read someone on someone elses comment that they froze their m&ms first so that wouldn’t happen, maybe I’ll do that as well.

  52. Colleen

    In a word – delicious !!!! Have made it twice for parties and it disappeared !!! I make it in a cookie sheet though so the pieces are not quite as big !

  53. We made this for the cake for my daughters sleepover birthday party and it was a HUGE hit!!! We except for the girl with braces, but she managed. Thanks for the idea… super yums!!

  54. amanda skinner

    omg can’t tell you enough how AMAZING this cake looks.
    nomnomnomnomnom !! hahaha.
    personally though, when i make this.. i think i may just drizzle white chocolate over top of it.

  55. pamela

    I make popcorn cake also but i add mixed nuts gumdrops jelly bean candy corn and other types of candy.. it depends on the holiday… they are delicious…..

  56. Lauren

    This looks amazing! I would love to try it with the pretzels. I have always used peanuts, still has the salty but the pretzels look super fabulous

  57. Angee

    I like stovetop popcorn. About how many cups of popcorn is in 2 bags of microwave popcorn? Can you venture an estimate? Thanks!

  58. Annie

    I found this recipe on Pinterest and OMG it was delicious! My husband and kids loved it. This will be made regularly at our home. Thanks for sharing it

  59. Tricia

    Just want you to know that I found this on pinterest and made it today. I’ve already consumed most of the cake while fighting off my children with a spoonl. I don’t know if I want to hug you for introducing me to this delicious dessert, or report your pin. I’ll settle for saying thanks for now. πŸ™‚

  60. Jennifer Bradley

    Made this today for my four year old nieces’s bday party. for the marshmallows I used half strawberry flavored because they are pink and my niece loves pink. The adults were going nuts over this cake. Everyone acted like they weren’t going to try it…..until the first piece was cut then it was all over!!! I’m not sure if any of the kids got a chance to try it πŸ˜‰

  61. Sweet_Lover06

    Thank You for this recipe everytime I go to the movies I get a large extra and then put my favorite peanut m&m’s em it melts sooo………. Good after the chocolate starts to melt in the popcorn but instead of pretzels not a big fan of pretzels ill eating ever now and then but I switch pretzels for almonds sugary peanuts but I might make one with pretzels and one with almonds crunch peanuts fit my nieces b’day party

  62. Amara Aguilera

    I’m tryin this tonight!! I tried making something similar to this before and it was a mess!! I think because I didn’t really let the marshmallow cool. Thanks!!

  63. I just made this for a Halloween party, and it turned out amazing! I used buttered popcorn, peanut butter M&Ms, York Peppermint hard candies, and salted peanuts. YUMMY! Thanks for the recipe!

  64. Thank you for this post. My Mom would make me a popcorn cake every year for my birthday as a kid. She passed away in 1990, today is my 38th birthday and thanks to your post I am going to make one for myself πŸ™‚

  65. Heather

    I just thought, “Popcorn Cake- wonder if anyone has invented one of those?” Hopped on Google and -voila- one of my favorite bloggers did it a long time ago! It looks fabulous!

  66. I made this tonight for my two sons, husband, and niece. It turned out perfectly–so pretty!–and everyone loved it. But I think I loved it the most! Yum-yum. Thanks so much for sharing this fun idea.

  67. Carrie H

    My daughter lives on Long Island and I am in Texas…and I wanted to get her a birthday cake (because no one up there will get her one), this will go through the mail and she LOVES popcorn! Thanks for the inspiration!

  68. Summer L

    Our French teacher would make this for us when we behaved ourselves. We had to be able to get marbles from one jar (the bad jar) to the another jar (the good jar). She would move one marble over per day when we were good that day. Then, when all of the marbles were in the “good” jar, she make us a popcorn cake. Just like this, except with peanuts & not pretzels. Oh, this takes me back…

  69. Janice

    This looks fantastic, can’t wait to try it.
    Wondering if you have ever made cupcakes instead of a cake? Would it be too sticky?

    1. Mrs. Lucky

      I was thinking about making “popcorn” balls for Halloween with this recipe? Thought process would be to spray my hands lightly with “oil in the can” and shape into balls and place in individual bags for whatever holiday or nothing just for fun. Looks really yummy for sure!

  70. I know this is an older post (and you may not remember!) but do you know how much (in grams or cups) the popcorn amount is when cooke? I do mine the old school way (I don’t have a microwave) and am unsure how much a bag of microwave popcorn will produce.
    Same for marshmallow. I make my own and not sure how many grams it will equate to but I can try and work that out!

  71. Shannon

    Substitute the pretzels for gluten free ones and this would be the prefect gluten free “cake” for my son! I also bet adding a little melted peanut butter would be good too. I see so many variations.

  72. Jo Stonesifer

    Hey, love this recipe. Quick question, do you have to use a bundt or tube pan? Could this work in any kind of cake pan? Thanks!! ^_^

  73. Dana

    One of my favorite Christmas time treats! Our neighbor made her version with gumdrops and peanuts. I can’t wait to try the chocolate and pretzels! Yum!!

  74. Susie Q

    A friends mother used to make this when I was a kid back in the mid-seventies for her daughter’s birthday parties every year. I couldn’t wait for that party to come,,,.! Her mother used to put m&m’s in the cake, but also added raisins and salted sunflower kernels. I have been trying to figure out how she made this for many years until I ran across your recipe!
    Thank you so much!

  75. Pingback : Southern Tea Cakes – Cookies and Cups – Fortune New

  76. Pingback : Southern Tea Cakes – Cookies and Cups – Furtune Life

  77. Pingback : Southern Tea Cakes – Cookies and Cups – The Show Times

  78. Pingback : What To Do With Leftover Halloween Candy | Happily Homegrown

Leave a Reply