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Chesapeake Chocolate Popcorn

Chesapeake Chocolate Popcorn- Salty sweet takes on a new meaning with this kettle popcorn coated in Old Bay seasoned milk chocolate.

November 9, 2020 by Nicole Collins


You guys know what it means when I call something Chesapeake.

Chesapeake = Old Bay.

My love of Old Bay runs deep. But honestly, I'm not the kind of person that puts Old Bay on everything.

Now you might not believe that, because I put Old Bay on a lot of foods that you wouldn't necessarily expect to have Old Bay. But, my love for Old Bay is more about the uniqueness of it and about the fun a surprising ways that you can use and completely change it's flavor profile. That's why you see it here so often in so many different ways.

There are many people where I'm from, though, that truly put Old Bay on EVERYTHING. I used to work with a girl that kept a can of Old Bay in her car and a mini can in her purse. THAT is true Old Bay love. You can even get a mini can on a clip that you can put on your keychain!

Today, we're exploring one of the many reasons that I love Old Bay and using it in a truly unique snack.

So today, we're making Chesapeake Chocolate Popcorn!

I am a huge fan of all things salty sweet, and today's recipe just takes the whole thing to a new and exciting level!

We start with some microwave popcorn. We're going to use kettle corn for this recipe to add another dimension to the salty sweet mash up. So, prepare the popcorn according to package directions, discard any unpopped kernels, and pour the popcorn into a large bowl to prepare for mixing.

Our popcorn gets coated in an Old Bay seasoned milk chocolate that starts with plain ol' milk chocolate chips. With so few ingredients in this recipe, we really want our chocolate to shine. So, this is the time to invest in a really good chocolate. It will make a difference.

Since we're keeping this quick and simple, we're going to melt our chocolate in the microwave. You could certainly set up a double boiler to melt the chocolate, but we can achieve the same goal with the microwave shortcut. Adding just a little refined coconut oil helps to keep the chocolate smooth and shiny, but it's important to make sure you don't use unrefined coconut oil. Unrefined oil has a stronger coconut flavor, and that's not what we're looking for in this popcorn.

After the chocolate is melted, we're going to mix in our Old Bay. Then, it's time to pour the melted chocolate all over the popcorn. Gently toss the popcorn to make sure it's completely coated in the chocolate, then spread it out on to a lined sheet pan to dry. You can also speed up the chocolate setting process by letting the popcorn chill in the fridge.

When it's time to snack, we have the most unique snack/dessert hybrid! The sweetness in the chocolate helps to bring out the warm notes in the Old Bay, while the slightly spicy notes in the Old Bay mellow out in the rich chocolate. Then, combine that all with an already salty sweet popcorn, and your senses will be on flavor overload.

I'm a sucker for popcorn on the regular, but this snack is truly dangerous. It's sooooo good and sooooo hard to put down! Talk about one of those show stopping treats with barely any effort.

This popcorn is that!

What unique food pairings do you live for? Give me some inspiration. You know I'm not afraid of the unusual!

I hope you all enjoy. And, let's eat!


Chesapeake Chocolate Popcorn

Serves: 10 cups          Print


  • 1 bag (3.28 oz) microwave kettle popcorn

  • ½ cup milk chocolate chips

  • ½ tsp Old Bay seasoning

  • ¼ tsp refined coconut oil


  1. Make the popcorn according to package directions. Remove any unpopped kernels. Transfer popped kettle corn to a large bowl.

  2. Add chocolate chips, coconut oil, and Old Bay to a small microwave safe bowl. Microwave for 30 seconds, stir, and continue microwaving in 15 second intervals, stirring between each interval, until the chocolate is fully melted.

  3. Drizzle melted chocolate mix over popcorn. Gently toss the popcorn until all pieces are coated in chocolate. Transfer popcorn to a wax paper lined baking sheet, and spread out into a single layer. Allow to dry for about 1 hour until the chocolate has set. Break up any large clumps. Serve! Store any leftovers in an airtight container.

Recipe notes:

*If you're pressed for time, you can also chill the popcorn in the fridge for about a half hour to set the chocolate.

*Refined and unrefined coconut oil are not the same. Unrefined coconut oil has a stronger coconut flavor. So, make sure you use refined coconut oil when you're melting your chocolate. You could also use canola oil, but I tend to prefer the texture of coconut oil with melted chocolate.


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