80 24
Recipe By
(0) 0 Reviews
Prep Time
Total Time


Cupcakes are cleverly disguised as popcorn for this birthday treat - the perfect food for any carnival-themed party!

Read MoreRead Less

What You Need

Sale Whale Button ?
Select All
Add To Shopping List

Make It

Tap or click steps to mark as complete

  • Prepare cake batter and bake as directed on package for 24 cupcakes. Cool in pans 15 min. Remove from pans to wire racks; cool completely.
  • Frost cupcakes with Cool Whip.
  • Squeeze 2 marshmallow halves unevenly together to resemble a popped popcorn kernel; place on top of cupcake. Repeat with enough of the remaining marshmallow halves to cover top of cupcake. (You will need to use about 30 marshmallow halves for each cupcake.) Repeat with remaining marshmallows and cupcakes. Keep refrigerated.

Special Extra

Top cupcakes with marshmallows as directed. Stir 5 drops yellow food colouring into 1/2 cup water; brush lightly onto marshmallows to resemble buttered popcorn.

How to Make Caramel Popcorn

Top cupcakes with marshmallows as directed. Microwave 16 Kraft Caramels and 2 Tbsp. water in microwaveable bowl. Microwave on HIGH 1 min.; stir until smooth. Drizzle lightly over cupcakes to resemble caramel corn.

Serving Suggestion

Before filling paper baking cups with cake batter, colour them with red and white stripes to resemble popcorn bags. Tape a small "popcorn" label to each cupcake liner before serving.


  • 24

Nutritional Information

Serving Size 24
Calories 170
% Daily Value
Total fat 7g
Saturated fat 2g
Cholesterol 25mg
Sodium 160mg
Carbohydrate 25g
Dietary fibre 0g
Sugars 18g
Protein 2g
Vitamin A 2 %DV
Vitamin C 0 %DV
Calcium 4 %DV
Iron 2 %DV

* Nutrition information is estimated based on the ingredients and cooking instructions as described in each recipe and is intended to be used for informational purposes only. Please note that nutrition details may vary based on methods of preparation, origin and freshness of ingredients used.

Ratings & Reviews

Rate this Recipe

Leave a Review