Marshmallow Popcorn Cupcakes Easy to Make Recipe

These Buttered Popcorn Cupcakes are topped with brown butter frosting and popcorn marshmallows—perfect for movie night or party treats!

Main Street Fashionista is a fan-run blog that uses affiliate links. We may earn a small commission (at no extra cost to you). Availability is accurate at time of posting. Not affiliated with The Walt Disney Company. Affiliate Disclosure

Flat-style digital illustration of four vanilla cupcakes topped with white and pale yellow mini marshmallows, arranged on a white rectangular tray. The cupcakes are in red-striped liners and set on a red and white checkered tablecloth, evoking a cheerful picnic vibe.

Marshmallow Popcorn Cupcakes Recipe

These Buttered Popcorn Cupcakes are the ultimate movie night treat! Made with yellow cake and topped with a creamy, browned butter frosting and adorable popcorn marshmallows, they're buttery, fluffy, and so much fun.

Perfect for birthdays, summer barbecues, or movie marathons.

✨ Ingredients

Cupcake Batter:

  • 1 box yellow cake mix

  • ¾ cup water

  • ⅓ cup vegetable oil

  • 3 large eggs

  • 1 tsp LorAnn marshmallow flavoring (or vanilla extract)

  • Cupcake liners

Brown Butter Frosting:

  • 1¼ cups salted butter, softened

  • 3 tbsp browned butter (see note below)

  • 3 tbsp milk, half and half, or heavy cream

  • 4 cups powdered sugar

Topping:

✨ Directions

  1. Preheat oven to 350°F. Line your muffin tin with cupcake liners or spray with nonstick spray.

  2. In a large bowl, combine cake mix, water, oil, marshmallow flavoring, and eggs. Beat on medium speed until smooth.

  3. Fill each cupcake liner about ⅔ full.

  4. Bake for 18–20 minutes or until a toothpick comes out clean. Cool completely before frosting.

  5. For the frosting: In a bowl, cream softened butter until fluffy. Add browned butter.

  6. Mix in powdered sugar 1 cup at a time, adding a tablespoon of milk in between each addition. Mix until creamy and smooth.

  7. Pipe frosting onto each cupcake using a round trip.

  8. Top with popcorn marshmallows and enjoy!

✨ Pro Tip: How to Brown Butter

Add 4 tablespoons of salted butter to a microwave-safe bowl. Microwave on HIGH for about 3 minutes. It will turn golden brown and smell nutty! Be careful—the container will be hot.

๐Ÿ“Œ Save to Pinterest

Don’t forget to pin this for later—it’s perfect for Disney Fans.

Flat-style digital illustration of four vanilla cupcakes topped with white and pale yellow mini marshmallows, arranged on a white rectangular tray. The cupcakes are in red-striped liners and set on a red and white checkered tablecloth, evoking a cheerful picnic vibe.

❓ FAQs

Q: Can I use a different flavor cake mix?
A: Yes! White or vanilla cake mix would also work great.

Q: What can I use instead of marshmallow flavoring?
A: You can sub with vanilla or even butter extract if needed.

Q: Can I make the frosting ahead of time?
A: Definitely! Store it in the fridge for up to 2 days. Let it come to room temp before piping.

Q: Where can I find the popcorn marshmallows?
A: Yummallo makes them and they’re often available at Walmart, Target, or online.

Q: Can I skip the piping and just spread the frosting?
A: Of course! Just spoon and swirl—it’ll taste just as delicious.

Joy - Main Street Fashionista

About The Author

Hi! I'm Joy!

Disney mom, fashion lover, and magic chaser sharing dreamy Disney style finds and must-have accessories for park lovers and everyday magic.

Let’s Connect

Want to chat or share your own fashion finds? I’d love to hear from you!

Drop me a message: mainstreetfashionista@gmail.com