Popcorn Cake

Jena Derman developed this cake in the dead of winter. We were at a brainstorming meeting and were sharing stories of being heavy into hibernation and spending too many days at the movie theater. Naturally, this led to the decision to make a movie theater cake. We wanted to include the elements of popcorn, gummy bears, and Coca-Cola, because all those things taste amazing when you’re eating them together in a dark theater. As we started to R&D the cake, though, it got weird really quick. We decided to focus on popcorn. We ground buttered popcorn to a flour and used it to replace some of the flour in our standard cake recipe; and with the addition of our favorite sidekick, powdered freeze-dried corn, the cake tasted just like popcorn! We soaked it with popcorn milk, which, as you’ve probably guessed, is buttery popcorn steeped in milk, then strained. We layered it with a dense white chocolate popcorn fudge, corn pudding, and a gooey caramel that’s similar to the caramel in our candy bar pie. We decorated it with caramel corn and served it with a dollop of pickled strawberry jam. Corn and strawberry is a classic Milk Bar combo, especially during the summer season, and that pickled strawberry jam elevates the entire cake to a whole new level. The combination made all the popcorn elements taste even more like popcorn somehow. This recipe involves some extra legwork in the form of pulverizing popcorn in a blender and sifting it, but it’s the only way to get that popcorn flavor to stand out, so don’t lose your cool on this step. Bring your grocer a slice if he/she looks at you like a loony when you buy the store out of popcorn. We also found packaged, already popped buttered popcorn, though not great at the movies, is the PERFECT popcorn to use here!

1 recipe popcorn cake

30g popcorn milk 

30g milk

1 recipe popcorn pudding

1 recipe popcorn crumbs  

1 recipe salted caramel filling  

1 recipe corn fudge 

1 recipe caramel corn

100g pickled strawberry jam 

special equipment:

1 6-inch cake ring

2 strips acetate, 

each 3 × 20 inches

cake assembly instructions

Put a piece of parchment paper or a silicone baking mat on the counter. Invert the cake onto it and peel off the parchment or mat from the bottom of the cake. Use the cake ring to stamp out 2 rounds from the cake. These are your top 2 cake layers. The remaining cake “scraps” will come together to make the bottom layer.


  • Clean the cake ring and place it in the center of a sheet pan lined with clean parchment or a silicone baking mat.

  • Use 1 strip of acetate to line the inside of the cake ring.

  • Put the cake scraps together inside the ring and use the back of your hand to tamp the scraps together into a flat even layer. 3.

  • Combine the popcorn milk and the milk and dunk a pastry brush in the popcorn milk mixture (or use a spoon) and give the cake a good, healthy bath of half of the milk mixture.

  • Use the back of a spoon to spread one-half of the popcorn pudding in an even layer over the cake.

  • Sprinkle one-half of the popcorn crumbs evenly over the popcorn pudding. Use the back of your hand to press them lightly into the pudding, anchoring them in place.

  • Use the back of a spoon to spread one-half of the salted caramel filling as evenly as possible over the crumbs.


  • With your index finger, gently tuck the second strip of acetate between the cake ring and the top ¼ inch of the first strip of acetate, to make a ring of acetate 5 to 6 inches tall, high enough to support the height of the finished cake. Set a cake round on top of the salted caramel filling (if one of your cake rounds is jankier than the other, use it here in the middle and save the prettier one for the top).

  • Repeat the layering: popcorn milk, pudding, crumbs, and salted caramel filling.


  • Nestle the remaining cake round into the salted caramel filling. Warm the corn fudge in the microwave in 10-second increments, stirring in between, until it becomes easily spreadable, about 20 seconds. Cover the top of the cake with corn fudge and give it volume and swirls, or do as we do and opt for a perfectly flat top. Garnish the fudge with the caramel corn (reserve some for serving).

  • Transfer the sheet pan to the freezer and freeze for a minimum of 12 hours to set the cake and filling. The cake will keep, well wrapped in plastic, in the freezer for up to 2 weeks.

  • At least 3 hours before you are ready to serve the cake, pull the sheet pan out of the freezer and, using your fingers and thumbs, pop the cake out of the cake ring. Gently peel off the acetate, and transfer the cake to a platter or cake stand. Let it defrost in the fridge for a minimum of 3 hours. (Wrapped well in plastic, the cake can be refrigerated for up to 5 days.)

  • Slice the cake into wedges and serve with 1 tablespoon of pickled strawberry jam dolloped on top, or spread or swooshed on each plate alongside a small handful of extra caramel corn.


¼ cup popcorn milk

3 tsp cornstarch

¾ cup + 2 tbsp popcorn milk

2 large egg yolks

¾ cup sugar

3 tbsp + 1 tsp corn powder

2½ tsp kosher salt

1 stick unsalted butter, cold, cubed

silver gelatin sheets

  • Whisk the 50g (¼ cup) popcorn milk and the cornstarch together in a small bowl. Set the slurry aside.

  • Whisk the 180g (¾ cup + 2T) popcorn milk and the egg yolks together in a small bowl. Whisk the sugar, corn powder, and salt into the yolk mixture in a steady stream, then transfer everything to a small saucepan. Add the butter to the saucepan.

  • Bloom the gelatin (see page 27).

  • Heat the milk-egg mixture over low heat, whisking regularly as it heats up. Keep a close eye on it. Once it just starts to boil, whisk in the popcorn-and-cornstarch slurry. Bring it back to a boil, then remove it from the stove and add the bloomed gelatin. Whisk until the gelatin has dissolved.

  • Pour the mixture through a fine-mesh sieve into a heatproof container and put it in the fridge until the popcorn pudding has cooled completely, at least 30 minutes. The pudding can be refrigerated for up to 1 week; do not freeze.