A NOT-SO-CORNY IDEA WHIP UP GOURMET POPCORN IN YOUR OWN KITCHEN.

Byline: Natalie Haughton Food Editor

Who doesn't love that symbol of movie, television or theme-park munching - buttery popcorn? Nostalgic and filled with childhood fun and memories, it makes for delicious snacking. And there's nothing quite like the aroma of freshly popped corn.

Americans consume 17 billion quarts of popcorn annually, which is about 59 quarts per person per year. That's almost double the amount consumed more than two decades ago. Today, 90 percent of all popcorn sold is microwave popcorn, points out Tom Elsen, vice president of marketing for Sioux City, Iowa-based Jolly Time Pop Corn, one of the top three volume popcorn processors in the world.

Popcorn, one of the oldest types of corn, looks identical growing in the field to any other variety of corn, points out Wendy Boersema-Rappel, marketing manager of the Chicago-based Popcorn Board.

When harvested, popcorn has about 17 percent moisture content - but it must be dried to 13.5 percent to 14 percent to ensure maximum popability. The moisture content is absolutely critical to popping performance, says Elsen.

Although more than 80 hybrids of popcorn are grown yearly by the popcorn industry, there are two basic shapes when popped. Butterfly or snowflake, more open and somewhat crumbly, is the type most often sold for home consumption and also used in movie theater, ballpark or microwave popcorn. Mushroom, tighter and ball-shaped, is used commercially in confections and caramel corn, notes Elsen.

It's the water trapped inside the kernel that builds up pressure when heated, which causes it to explode, cracking the hull open and turning the kernel inside out, explains Boersema-Rappel.

Capitalizing on popcorn's popularity, Kathy and Wally Arnold opened Popcornopolis at Universal CityWalk in Universal City more than a year ago. It features 15 kinds of gourmet popcorn - from caramel corn specialties such as Cinnamon Toast, Chocolate Caramel, Rocky Road, White Chocolate Caramel With Macadamia Nuts, Chocolate Caramel With Almonds and more - to plain popcorn and Cheddar cheese popcorn.

The idea for Popcornopolis dates back to 1997, when Wally, on a business trip to Chicago, discovered a long line of people, passionate for popcorn, lined up on Michigan Avenue one dark and cold night waiting to buy a bag of Garrett popcorn (CaramelCrisp or CheeseCorn or a combination). He bought a bag, too - filed away the idea and knew he'd explore the popcorn business some day. The rest is history.

The Arnolds spent two years developing and testing 150 recipes using different types of popcorn, butters, combinations of ingredients, etc. ``We really wanted to come up with the best (caramel corn) recipe,'' notes Kathy, adding that the highest-quality ingredients are key.

When their five sons, ranging in age from 8 to 18, gave a thumbs-up to the same version of caramel corn, they knew they had a winning recipe.

``The store has been designed as a destination that conjures up pleasant, youthful memories of good times'' - nostaglia and Americana at its best - says Wally, adding that another store is scheduled to open next spring at Universal CityWalk in Florida.

To date, Popcornopolis has surpassed the Santa Monica couple's wildest expectations. ``It's a totally fun business and people are extremely receptive,'' says Kathy.

The company turns out as many 2,400 bags of popcorn a day in a 500-square-foot commercial kitchen in the back of the shop, says Kathy, who oversees operations including purchasing, production, the retail store, wholesale orders and the Web site (www.popcornopolis.com).

The popcorn, sold both retail and wholesale, is packed in jumbo, regular and small sizes in colorful, eye-catching red and gold plastic cones. Unlike many of its counterparts, the company's caramel corn stays fresh (and still tastes delicious) for six months (with no loss of flavor or crunch), even after opening (when resealed).

You'll find the company's signature cones at retail outlets in theme parks (Universal Studios, Magic Mountain, Knott's Berry Farm, etc.), movie theaters and sporting arenas throughout the country, including Staples Center in Los Angeles - and at some celebrity birthday parties (Shaquille O'Neal).

Although the Arnolds are new to the food business, they are retailers at heart. They founded Illuminations, a candle store, in 1996, but sold their interest in it in 2001.

``I love the process of creation and giving an idea life,'' says Wally, who is responsible for sales and marketing. The most fun part is ``throwing myself into something new and breathing life into it. The food business is totally fascinating to me because if you make a high-quality product and package it well, you can develop a large, loyal base of customers unlike any other business I've been in.''

Natalie Haughton, [phone]

natalie.haughton(at)dailynews.com

Popcornopolis' caramel corn recipe is a carefully guarded secret. But if you want to try your hand at making caramel corn at home, give this terrific microwave version from the folks at Jolly Time Pop Corn a whirl. We've made numerous batches and it has turned out fabulous every time (follow the directions carefully - the recipe is foolproof). We've also included several variations for jazzing up the caramel corn with a variety of nuts and a drizzling of different chocolates to make our copycat versions. Yummy!

MICROWAVE CARAMEL CORN

1/3 cup (2/3 stick) butter (no substitutes!)

2/3 cup packed light brown sugar

1/3 cup light corn syrup 

1/4 teaspoon baking soda 

1/2 teaspoon vanilla

10 cups popped popcorn

In a 4-quart microwave-safe glass bowl, microwave butter on high power until melted, about 45 seconds. Stir in brown sugar and corn syrup. Microwave on high power 1 to 3 minutes, stirring once, until mixture boils. Microwave on high power 3 minutes without stirring. Stir in baking soda and vanilla; stir in popped popcorn, mixing well. Microwave on 70 percent power 1 minute. Remove from microwave and stir. Microwave on 70 percent power 1 minute more. Remove and stir to coat popcorn evenly. Spread evenly on jellyroll pan lined with nonstick foil. Cool thoroughly. Break apart; store in a tightly-covered container. Makes about 2 1/2 quarts.

EDITOR'S NOTE: This recipe tastes best when made with fresh popcorn popped on top of the stove in a little oil (do not salt). Microwave popcorn can be used in the recipe, but we thought it tasted too salty.

VARIATIONS:

CHOCOLATE ALMOND (OR PECAN) CARAMEL CORN: Prepare recipe for Microwave Caramel Corn as directed above, stirring in 1 cup almonds OR pecans with popped popcorn. Once cool, break caramel corn into pieces or chunks and drizzle with 3 ounces melted semisweet (OR bittersweet) chocolate (melt in microwave oven on high power 45 to 60 seconds, stirring once until smooth). Let stand until chocolate is set, then store in an airtight container until serving.

CHOCOLATE CARAMEL CORN: Prepare recipe for Chocolate Almond Caramel Corn deleting almonds.

ROCKY ROAD CARAMEL CORN: Prepare recipe for Microwave Caramel Corn as directed above, stirring in 1 cup walnut pieces OR almonds with popped popcorn. When stirring popcorn for the last time (before spreading on pan), stir in 1 cup miniature marshmallows (some will melt). Spread on jellyroll pan. Once cool, break caramel corn into pieces or chunks and drizzle with 3 ounces melted semisweet (OR bittersweet) chocolate (melt in microwave oven on high power 45 to 60 seconds, stirring once until smooth). Let stand until chocolate and marshmallows are set, then store in an airtight container until serving.

WHITE CHOCOLATE MACADAMIA NUT CARMEL CORN: Prepare recipe for Microwave Caramel Corn as directed above, stirring in 1 cup unsalted macadamia nuts with popped popcorn. Once cool, break caramel corn into pieces or chunks and drizzle with 3 ounces melted white chocolate (melt in microwave oven on 50 percent power 1 1/2 to 2 minutes, stirring once or twice until smooth). Let stand until chocolate is set, then store in an airtight container until serving.

WHITE CHOCOLATE CARAMEL CORN: Prepare recipe for White Chocolate Macadamia Nut Caramel Corn deleting macadamia nuts.

Following are more ways to dress up popcorn with butter, spices, cheese and such.

SPICY CAJUN POPCORN AND NUTS

8 cups popped popcorn

1/2 cup toasted, coarsely chopped pecans

1/2 cup peanuts

1/4 cup (1/2 stick) butter, melted

1/4 teaspoon EACH dry mustard and garlic powder

1/8 teaspoon cayenne pepper

Place popcorn and nuts in a large bowl. In small microwave-safe bowl, microwave butter on high power about 30 seconds, until melted. Stir in dry mustard, garlic powder and cayenne pepper. Drizzle over popcorn mixture and toss well. Makes 8 servings.

TEX MEX MIX

2 quarts popped popcorn

2 teaspoons ground chili powder

1 to 2 teaspoons paprika 

2 teaspoons ground cumin 

1 cup cubed Monterey Jack cheese (cut into 1/4-inch cubes)

Keep popped popcorn warm. Mix seasonings together and toss with popcorn. Add cheese and mix thoroughly. Makes 2 quarts.

Popcorn practicalities

Popcorn is versatile, fun, provides an interactive experience (it morphs from one shape to another with heat), appeals to all the senses - and can be made as healthful or decadent as desired. Keep the following in mind:

-- Unpopped popcorn is best stored in an airtight container in a cupboard, where it will keep for a year. Do not freeze or refrigerate to avoid dehydrating the popcorn. Popcorn loses moisture over time and once it does, it won't pop properly.

Microwave popcorn keeps about 18 months, after which time popping performance begins to diminish.

-- If you're making caramel corn varieties at home, add nuts to the popcorn prior to coating with the caramel mixture, points out Kathy Arnold. Be sure to drizzle a high-quality melted semisweet or white chocolate (the chocolate shouldn't be too hot; you can melt it in a microwave oven) on cooled caramel corn (spread it out on a nonstick foil-lined jellyroll pan to cool quickly). Never refrigerate caramel corn.

-- For best results when popping popcorn stovetop, use a 4-quart pan, 3 tablespoons oil per 1/3 cup popcorn, and medium to medium-high heat. Leave the lid ajar, to allow steam to escape - and once you hear the kernels pop, shake the pan to evenly distribute the heat.

-- Popcorn is high in complex carbohydrates, a source of some fiber and low in fat and calories, depending on how it's served. A cup of popped plain popcorn (no oil) has 23 calories and 4.6 grams carbohydrates; the same amount popped with oil and salt added has 41 calories and 5.8 grams carbs.

- N.H.

CAPTION(S):

7 photos, box

Photo:

(1 -- cover - color) On the cover: Popcornopolis owners Kathy and Wally Arnold.

(2 -- 3 -- color) Eight-year-old Sam Arnold spoons melted chocolate over a batch of popcorn at his parents' store, Popcornopolis, in Universal CityWalk, where Cinnamon Toast, lower left, is among 15 featured flavors.

(4 -- color) White Chocolate Caramel

(5 -- color) Cheese flavored

(6 -- color) Rocky Road

(7 -- color) Chocolate Almond

Box:

Popcorn practicalities (see text)