01 -
Line two large rimmed sheet pans with parchment paper. Add the popcorn and pretzels to a very large heatproof bowl, removing any unpopped kernels.
02 -
In a medium saucepan, melt the butter over medium heat. Stir in the brown sugar, corn syrup, and salt, then bring to a steady bubble. Cook for 4 minutes, stirring often.
03 -
Remove the pan from the heat. Stir in the vanilla, then stir in the baking soda. The caramel will foam and lighten, which helps it coat the popcorn.
04 -
Pour the hot caramel over the popcorn mixture in three additions, folding gently with a silicone spatula after each pour until evenly coated.
05 -
Spread the caramel corn in an even layer on the prepared sheet pans. Let it cool for 10-15 minutes, until warm but no longer hot.
06 -
Sprinkle the candy-coated chocolates, chocolate caramels, and candy corn over the caramel corn. Let it cool completely, then break into clusters and serve.