Pop corn and place in a large roasting pan; set aside
2In a large saucepan melt butter; stir in brown sugar, corn syrup and salt. Bring to a boil, stirring constantly. Once mixture begins to boil stop stirring and continue to boil for 5 minutes. Remove from heat; stir in baking soda and vanilla. Gradually pour over popped corn, mixing well.
3Bake in 250 degree F. oven, 1 hour; stirring every 15 minutes. Remove from oven; cool completely. Break apart and store in tightly covered container.
4Your favorite nuts can be added to the corn before the carmel topping is added and placed in oven.