Preheat oven to 250 degrees.

Put all the ingredients except for the popcorn, peanuts, vanilla and baking soda into a medium size pan.

Cook on medium high heat and bring to a boil, stirring constantly.

Boil for another 7-10 minutes or until it starts to slightly thicken.

Take off of the heat and add the baking soda and stir until mixed in.

In a large glass or metal bowl put the popcorn and salted peanuts and pour the Caramel sauce over the popcorn stirring so it is mixed evenly.

Divide the Caramel corn on two large baking sheets lined with silpats or lightly spray the pan.

Bake for 25-30 minutes.

Take out of oven and cool. Store in an airtight container.