Buttered Popcorn Cupcakes

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You’re gonna want to try these buttered popcorn cupcakes!

For the next party, you have, pop up with the perfect treat! These popcorn cupcakes are full of rich, buttery, and sweet flavors that truly wow everyone.

Of course, if you need an excuse to make them, just plan a movie night. Instead of popping up popcorn though, make these buttered popcorn cupcakes. They look adorable in those cupcake liners, striped red, and white to look like a bucket of movie popcorn.

4 Buttered Popcorn Cupcakes on a red platter.

They’re just too cute to pass up! For birthday parties, movie nights, play dates, or simply just because you want to make a fun and tasty dessert, you can butter everyone up with popcorn cupcakes.

But before you start to worry about how popcorn can stay crispy on top of cupcakes, we’ve got that covered.

The ‘popcorn’ here is popcorn marshmallows. They look like buttery popcorn and taste like it too, melded with that traditional marshmallow sweetness for an explosion of amazing flavors. 

Best of all, these are super simple to impress without all the stress. It starts with a box mix and a few little additions, then you’ll have these sweet and salty, buttery delights ready to serve!

What You Will Need for Buttered Popcorn Cupcakes

For the cupcakes:

  • 1 yellow cake mix
  • ¾ cup water
  • 1/3 cup vegetable oil
  • 3 large eggs
  • 1 teaspoon LorAnn marshmallow flavor
  • Cupcake liners (red and white striped ones will look like the popcorn containers at the movies)
Brown butter frosting popcorn cupcakes.

For the frosting:

  • 1 ¼ cups salted butter, softened 
  • 3 tablespoons browned butter
  • 3 tablespoons milk (or use half and half or heavy cream) 
  • 4 cups powdered sugar
  • 1 bag Yummallo Popcorn Marshmallows 
  • 1 large piping bag
  • 1 large round frosting tip

Make Your Own Marshmallow Popcorn Cupcakes with Browned Butter Buttercream

Marshmallow in a Glass bowl beside of popcorn butter cupcakes.

Get ready to pop this amazing treat into the oven! You’ll want to preheat your oven and get your muffin tin ready with the cupcake liners. Then you’ll combine the cake mix with water, oil, marshmallow flavoring, and eggs with your mixer. 

When you fill the cupcake liners, it’s so important to just fill them about 2/3 of the way full. If you overfill them, they rise over the top and come out messy. 

After baking for 18 to 20 minutes, they must cool completely before you frost them. And speaking of frosting, that’s easy to pop over and do while these cool. Cream the butter until light and fluffy, then add the browned butter. You’ll slowly incorporate the powdered sugar a cup at a time and add a tablespoon of milk in between each cup.

Once this is creamy, you’ll be all set to put it into your piping bag. Trust us, this will make it so much easier to frost these cupcakes. But don’t freak out if you put it on wonky…those popcorn marshmallows will easily hide imperfections.

Get the full recipe for these popcorn cupcakes below!

Ingredients:

Frosting Ingredients

  • 1 ¼ cups salted butter, softened 
  • 3 tablespoons *browned butter
  • 3 tablespoons milk, half and half or heavy cream 
  • 4 cups powdered sugar
  • 1 bag Yummallo Popcorn Marshmallows (or you can make your own to look like popcorn)
  • 1 large piping bag, 1 large round frosting tip

Directions for Cupcakes:

Preheat oven to 350 degrees. Spray or line a standard muffin tin.

  1. Make your cupcakes according to the box directions and add 1 tsp of marshmallow flavor.
  2. Bake according to box directions.

Directions for Frosting:

  1. Brown your butter. Add 4 tablespoons of salted butter in a microwave safe bowl. Heat for 3 minutes on high.

  1. In a large mixing bowl, cream the butter, and beat until light and fluffy. Then mix in the browned butter until thoroughly incorporated.

  1. Slowly mix in the powdered sugar, 1 cup at a time, while adding a tablespoon of the milk, half and half or cream in between each cup. Continue to mix for 1 minute or until creamy.

  1. Prepare piping bag and fill bag with frosting. Frost your cupcakes. 

  1. Top with popcorn marshmallows all around.

*you can use plain marshmallows, and cut the tops in a few places to make it look like popcorn.

Enjoy!

Marshmallow “Popcorn” Cupcakes with Browned Butter Buttercream Frosting

Marshmallow “Popcorn” Cupcakes with Browned Butter Buttercream Frosting

Ingredients

  • Cupcake Ingredients:
  • 1 yellow cake mix
  • ¾ cup water
  • 1/3 cup vegetable oil
  • 3 large eggs
  • 1 teaspoon LorAnn marshmallow flavor oil
  • Cupcake liners
  • Frosting Ingredients:
  • 1 ¼ cups salted butter, softened
  • 3 tablespoons *browned butter
  • 3 tablespoons milk, half and half or heavy cream
  • 4 cups powdered sugar
  • 1 bag Yummallo Popcorn Marshmallows
  • 1 large piping bag, 1 large round frosting tip

Instructions

  1. Preheat oven to 350 degrees. Spray or line a standard muffin tin.
  2. In a large mixing bowl filled with the cake mix, using a hand or stand mixer, mix in your water, oil, marshmallow flavoring and eggs on medium until well incorporated. 
  3. Add batter into the muffin tin until each is about 2/3 full. Bake for 18-20 minutes, or until a toothpick comes out clean. Allow to cool completely before frosting.
  4. In a large mixing bowl or stand mixer, cream the butter, and beat until light and fluffy. Mix in the browned butter.
  5. Slowly mix in the powdered sugar, 1 cup at a time, while adding a tablespoon of the milk, half and half or cream in between each cup. Continue to mix for 1 minute or until creamy.
  6. Prepare piping bag and fill bag with frosting. Frost your cupcakes. 
  7. Top with a few of the marshmallows. Enjoy!

Notes

To make browned butter the easy way…add 4 tablespoons salted butter in a microwave safe bowl. Heat for 3 minutes on high. Butter will be browned, and the container will be HOT!!

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