2 c. sugar
3 whole eggs
3 egg yolks
2 oz. cream cheese
1 can condensed milk
Milk
1 1/2 tsp. vanilla

Preheat oven to 375 degrees. Caramelize sugar in a pan or skillet over medium to low heat until sugar becomes a deep brown liquid and is completely dissolved. Pour into the bottom of a 10 inch round pyrex dish.

Combine remaining ingredients in a blender and blend for 7 minutes. Pour mixture on top of caramelized sugar. Place dish in larger pan and fill pan with water to 1 inch of top of pyrex dish. Bake for 70 minutes. Let cool for 5 minutes then invert onto serving dish. May be served warm or refrigerated.