Preheat oven to 250 degrees.

Spray a large disposable aluminum pan or baking sheet with nonstick cooking spray

Combine popcorn, pecans and almonds in prepared pan.

Set aside.

In a medium to large saucepan (use a pan large enough that it won't boil over) bring butter,brown sugar, corn syrups, and vanilla to a boil over medium heat.

Cook 5 minutes.

Stir a few times but not constantly.

Remove from heat.

Add baking soda, salt, cinnamon and pumpkin pie spice.

Stir to combine.

Pour over popcorn mixture.

As best as you can try get as much of the popcorn coated with the caramel mixture.

Use a spatula and lift the popcorn up and around in the prepared pan.

Bake, stirring every 15 minutes, for 1 hour.

Remove from oven; stir again to break up any clusters. Allow to rest for about 10 minutes.

Transfer to wax paper and allow to cool to room temperature.

Store in an airtight container.